


Revenge

by MugetsuPipefox



Series: Revenge Cycle [1]
Category: Ben 10 Series
Genre: Gen
Language: English
Status: Completed
Published: 2014-11-26
Updated: 2015-01-18
Packaged: 2018-02-27 02:19:50
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 39
Words: 86,860
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/2675243
Author URL: https://archiveofourown.org/users/MugetsuPipefox/pseuds/MugetsuPipefox
Summary: <blockquote class="userstuff">
              <p>A prisoner has escaped from a high tech prison ship and landed on Earth. But what is it that they're after? And what is the connection to Ben and his recent nightmares? Gwen/Kevin & Ben/Julie</p>
            </blockquote>





	1. Prologue

An alarm blared throughout the prison ship; a loud, piercing sound that could wake the dead. All personnel, and even the prisoners, stopped dead in their tracks, painfully aware of the situation. A prisoner was loose.

Almost instantly, a riot broke out among the prisoners. Each criminal desperately tried to call out to the unidentified escapist in hopes of being freed. Guards swarmed onto the deck, trying to keep the prisoners under control lest the situation worsen.

Patrols were sent through all levels of the prison ship all with one collective goal; to find the escaped prisoner and recapture them. Dead or alive.

Grem was amongst the personnel charged to guard the escape pods. He was apprehensive about the position, knowing full well that it was here that the criminal would go. It was the only way for someone without their own transportation to get off the ship. He swallowed the lump that had formed in his throat and stood straighter amongst his company. Despite his anxiety, he knew that it was an honour to be selected for such an important position.

Just as he had suspected, it was the escape pod deck that the criminal headed for. But what Grem hadn't expected was the way in which a whole platoon of first class soldiers would be so easily overwhelmed by one individual. When asked about it later, Grem would recall not having seen anything until it was too late to react. The prisoner moved like a ghost; disappearing in one place and reappearing behind them just long enough to put them out of commission. The prisoner had escaped and none of the guards on the entire 20 story, high tech prison ship had been able to stop them.

"Good night, Ben," Gwen called as Ben climbed out the back of Kevin's car.

"Night, Tennyson," Kevin added.

Ben waved and watched as the black and green muscle car drove down the street and turned the corner. He turned and began heading up the path to his door. None of the lights appeared to be on, so he used his key to unlock the door and quietly crept into his room. The last thing he needed was a lecture from his mom about staying out late. No doubt Gwen would hear enough to cover them both.

Ben unceremoniously threw his jacket over his desk chair and plonked down on the bed, falling asleep within moments of hitting the pillow.

Ben opened his eyes to darkness. He felt uneasy but wasn't sure what had woken him. He didn't remember having a nightmare and he had been so tired he was sure he would have slept through half the day. So it was that he sat up in his bed, confused and with the lingering feeling that something was wrong.

He reached over and turned on the lamp on his bedside table. The room was instantly illuminated by the orange glow, casting long shadows in the corners where the light couldn't reach. Everything seemed in order; nothing was visibly out of place. But still he couldn't shake the feeling that something was very, very wrong.

 lowly, Ben slid out of bed and began walking around his room. He lifted various articles lying about and checked his cupboards but still he could find nothing wrong. Movement from the shadows in the far corner of the room caught his attention. Ben startled and swung around but there was nothing to see. He laughed uneasily at how shaken he was and ran a hand through his matted hair. He turned, ready to go back to bed, and released a horrifying scream in response to what stood before him.

Ben gasped and sat up as he was released from the nightmare. Relieved, he wiped the sweat from his forehead. A small sliver of light filtered through the gap between the curtains. Daytime. Sliding out of bed, he grabbed some clean clothes off the floor and headed to the bathroom in hopes that a long shower would calm his nerves.


	2. Chapter 2

Julie was already seated at a booth near the window of Mr. Smoothy's when she saw Ben's car pull up next to her scooter. She watched in content silence as Ben got out and headed inside.

"Hey," she smiled as he took a seat opposite her.

"Hey, Julie," he returned her greeting. "Thanks for agreeing to come on such short notice."

"No biggie. I don't have tennis today and I felt like a smoothie anyway." She made a move to get up but was beaten to it by Ben who signaled for her to sit down.

"My treat," he said. "What flavour do you want?"

"Strawberry, please."

Ben nodded and joined the back of the queue. Julie smiled to herself. It wasn't often that Ben had free time to spend with her; what with all the aliens he was always involved with. It annoyed her that she couldn't be of much help, but it was probably easier for him, Gwen and Kevin if they didn't have her to worry about. So instead, she did her best to be supportive, as hard as that may be at times.

Ben promptly returned with two smoothies. He passed her the strawberry one before returning to his seat.

"Let me guess," she sighed. "It's one of the… weird new flavours, right?"

"You got it! Pineapple and tomato," he grinned and took a big sip of his smoothie, pulling a satisfied face and the result. Julie scrunched up her nose and made a disgusted look.

"Ugh, how can you drink that?!"

"It's really good," he shoved the cup towards her. "Wanna try some?"

"Ah…no thanks," she drank from her normal flavoured smoothie. Ben laughed and Julie found herself joining in. She couldn't remember the last time they had spent time together like that.

As if in response to her thoughts, Ben's phone went off in his pocket. Sighing, he pulled it out and glanced at the screen. "Sorry," he smiled apologetically and pressed the 'ignore' button.

"Are you sure? It might be important."

"Whatever it is, I'm sure Gwen and Kevin can handle it." Despite his reasoning, it seemed that Gwen and Kevin could not handle it, and the phone continued to ring incessantly until Ben finally conceded to answering.

"Hello," Ben said in an exasperated tone. There was a pause, before Ben responded with "I'm with Julie, can't you guys handle it?" Another pause. "Fine, I'll see you there." Ben hung up the phone and turned to Julie. He opened his mouth to apologise but was quickly cut off.

"It's fine," she reassured him. "We can get together another time."

"That's what we said last time," Ben said as he stood. "Thanks for understanding." He smiled sadly and left the restaurant.

 

* * *

 

 

"Hello," Ben said in an exasperated tone as he answered his phone.

"Ben! What have you been doing? I've been calling for like ten minutes!" Kevin complained.

"I'm with Julie, can't you guys handle it?"

"It's the Forever Knights," Kevin growled. "They've found some kind of crashed space ship. And there are a lot of them. Whatever it is, it can't be good. I'll send the location to your badge."

"Fine, I'll see you there," Ben hung up the phone and turned to Julie. It had been ages since the two of them had been able to hang out. Even when they had been able to make a time, an alien problem always seemed to get in the way. As much as he hated it, he knew that his friends needed him, especially against a swarm of Forever Knights. He sighed inwardly and opened his mouth to apologise to Julie but he was cut off.

"It's fine," she said, instantly knowing what he was about to say. "We can get together another time."

Ben sighed again. "That's what we said last time," he stood, leaving his half-drunk smoothie on the table. "Thanks for understanding." He smiled sadly and turned to leave. He climbed into his car and, taking one last glance at Julie through the window, started the engine and drove away.

Ben pulled up beside Kevin's green muscle car and stopped the engine. As he climbed out, he took a good look at the surrounding area. The road stretched off to the side as far as the eye could see. Directly in front of where he stood was a vast forest. Without a second thought, he raced in, using his Plumber's badge to guide him to where Gwen and Kevin were waiting.

 

* * *

 

 

Gwen peered out from behind the tree she was using as a hiding spot into the clearing. A small space craft had crashed, leaving a large crater in the ground. Forever Knights were swarming on it, getting all the tech they could salvage. In the corner of her eye, she could see Kevin fidgeting. She knew he was itching to go smash them, but she had insisted they wait for Ben. With that many Knights, they would be quickly overwhelmed. But as the minutes passed, and Ben still didn't show up, Kevin became more and more uncontrollable.

"Come on!" Kevin whispered. "Where is he?"

"Don't worry, he'll be here," Gwen tried to hush him.

"If we don't act soon, they're going to get away!"

Movement behind them made them both turn. Kevin quickly absorbed the matter of a nearby rock and Gwen raised her mana coated hands. The both relaxed when Ben came stumbling out of the trees.

"Where have you been?!" Gwen frowned.

"Talk later," Kevin rose from his hiding spot and raced out into the clearing before Gwen had the chance to protest. The Knights immediately spotted him and several moved into a defensive formation in front of the craft.

"Sorry I'm late," Ben followed Gwen out into the clearing. He began fiddling with the dial on the Ultimatrix before selecting an alien and slamming down. He was instantly covered by a green flash of light. "Lodestar!" he cried as the light subsided, leaving a black and yellow magnetic alien standing in his place.

More Forever Knights moved into formation, trying to defend against the intruders to buy some time

while their brethren gathered what they could. "This is ours by right of salvage!" one of them called.

"What right have you to stop us?"

"By right of the Plumbers," Gwen responded. "Going from your past, you're just going to use this technology for no good!" She flung orbs of energy at the two closest Knights, sending them flying backwards. More quickly stepped forwards to take their place.

Kevin had changed his hand into an oversized mallet and was swinging it into foe after foe, while dodging shots from the Knights' laser lances. A group of them charged at him simultaneously, shooting while they ran. Kevin ducked and rolled forwards, swinging his mallet-hand at their legs and sending them sprawling.

Gwen chanced a look over at Kevin, who was taking down Knight after Knight. He was preoccupied with a single enemy that swung at him with a laser-sword like a mad man, and so didn't notice another sneaking up behind him. She called out to him and put up a shield just as the Knight fired. The blast created a large crack in the pink shield.

"Thanks, Gwen," Kevin quickly took down two more Knights.

"Keep your eyes open!" she said in response as five Knights moved into a semi-circle around her. She quickly put up a shield to block their attacks, but each laser fired created another large crack in the shield. She knew she wouldn't be able to hold out for long. The Knights in front of her were suddenly pulled into the air and flung into another group nearby. Gwen turned to see Lodestar standing behind her.

Lodestar surrounded himself in a magnetic force field and began charging at the enemy, sending each one he hit flying off in all directions. But no matter how many Knights they defeated, more took their place until those who had fallen were able to get back up. This continued in a never-ending cycle until the Knights who were salvaging tech called out "we've got what we came for". All of the Knights stopped, turned and ran off into the forest.

"Oh no you don't," Kevin quickly pursued them only to lose sight of them in the dense trees and failing light.

"They got away," Gwen frowned when Kevin re-emerged in the clearing.

"I didn't see you helping to chase after them," Kevin grumbled. Gwen ignored him. She knew there was no point chasing them in the forest, especially in the failing light.

There was another flash of green as Ben returned to his human form. "What do you think they were after?"

"Whatever was in this ship," Kevin replied, examining the crashed ship. It was smaller than the Plumber jet, Rust Bucket III, and there was a large hole in the side; presumably where the Knights had cut it open. There was no sign of any living beings having been in it and Kevin concluded that it must have been automated.

"What do you think it means?" Gwen asked, her eyes returning to normal after having searched the ship for life.

"Probably an illegal weapons dealer lost some cargo. It could have been on its way to a customer and got off course or intercepted by Plumbers," Kevin theorised.

"There's nothing we can do about it now," Ben said. "Whatever they were after, they got it." He turned to Gwen. "Can you track where they went?"

"Not without something that belongs to them," she scanned the clearing.

"They were pretty vigilant," Kevin followed her gaze. "Nothing left behind."

"I don't know about you guys, but I'm hungry. Let's get going; we can worry about the Knights later." Ben turned and began walking back through the forest towards his car.

Gwen sighed. She knew that there was nothing they could do until they had something to track them with, but the thought of just sitting around and waiting for them to resurface wasn't to her liking. Who knows what kind of tech they were able to salvage? But, strangely, Ben was right. They could worry about the Forever Knights later. She took one last glance at the crash site before following after Ben. "Fine, but we're reporting this to Grandpa Max."

 

* * *

 

 

Ben tossed and turned in his bed. Despite how tired he felt, he couldn't get to sleep. He kicked off his blanket and rolled onto his side, hugging the pillow. It didn't help much, but he was more comfortable than before. He closed his eyes and tried not to think about anything.

Ben gasped and opened his eyes. _Must've fallen asleep_ , he thought as he glanced at the alarm clock on his bedside table. _So why did I have to wake up?_ He groaned and rolled onto his stomach. A small, almost inaudible, sound caught his attention. It was like the slight movement of feet across the floor. Startled, he pushed himself up onto his elbows and scanned the dark room. Nothing. He exhaled loudly and flopped back down onto his pillow, dismissing it as unimportant. Another noise; this time closer.

Ben forced his tired body into a sitting position and took another look around the room. Still he saw nothing, but after hearing the noise twice, he wasn't so convinced that he was just hearing things. He reached over to the lamp and fumbled for the switch but froze when something cold grabbed his arm.

Ben cried out and yanked his hand free, the sudden force knocking him off his bed. He quickly scrambled to his feet and reached for the Ultimatrix on his wrist, straining his eyes against the increasing darkness. There was a rough hiss as something lunged towards him. He quickly ducked and dodged out of the way. Setting the dial, he slammed down hard on the Ultimatrix, not caring what alien he turned into.

"Spidermonkey!" he called as the Ultimatrix's green light subsided, leaving behind a small, blue monkey-like alien. Spidermonkey darted up the wall and perched in the corner. From his spot on the ceiling, he could see the silhouette of his attacker. They were tall and thin, but Ben could make out no identifiable features.

"Who are you?" Ben asked. No response, only a low sound like someone exhaling. Spidermonkey launched a web at the silhouette, only to have it go straight through and land harmlessly on the floor. The figure seemed to laugh at the failed attempt.

"You'll have to do better than that, _Ben_ ," the figure's voice was low and hoarse. The assailant launched itself towards him, seemingly flying through the air. Spidermonkey launched himself forwards, landing on the bed, before turning back to find the stranger had disappeared.

"Where...?" He was cut off as something hard struck his chest and sent him flying into the bedside table, knocking both the lamp and the clock onto the floor. Cold hands gripped Spidermonkey's chest and neck, forcing the air from his lungs. In his scramble to escape, Spidermonkey slammed a flailing arm into the fallen lamp. The room instantly lit up as the lamp came to life. The light landed directly on the assailant. Spidermonkey gazed in shock at what had pinned him. The creature was a dark grey, almost black in colour. Its eyes were a glowing white enclosed in black rims. It bared horrible fangs and quickly flung its wispy arms over its face in an attempt to conceal itself from the light. Spidermonkey wondered how such thin arms had been able to hold such a deathly grip. The creature seemed to fade as it backed away until it was completely concealed in darkness.

A flash of green and Ben returned to his normal form and gasped as air entered his aching lungs. He grabbed the lamp and swung the light across the room, but whatever the creature was, it was gone. Ben returned to his bed, but remained awake for what felt like hours afterwards, willing his body to stay conscious in case the creature should return.


	3. Chapter 3

Ben opened his heavy eyes and looked around. He was lying on his back in his bed. Slowly the events of the previous night returned to him and he sat up, startled. But what concerned him most was the state of his room. His lamp and alarm clock were perched happily on the small table beside his bed and showed no sign of the beating they had taken only a few hours before. His clothes lay scattered about as he had left them, no sign that they had been stepped on or moved around. Nor was there any sign of the web that Spidermonkey had shot at his assailant.

"Was it just a dream?" he asked himself as he glanced around the room. From what he could tell, nothing was out of place. It was as if the entire ordeal had just been a figment of his imagination. Grabbing his clothes off the floor, he wandered into the bathroom and looked at his reflection in the mirror. He tugged at the collar of his shirt to view the area of skin just below his neck. There were no marks supplying evidence to the struggle he had put up. _Maybe it was just a dream…but it felt so real._

 

* * *

 

 

 

Max sat down at the small table bolted to the floor of the Rust Bucket. He hadn't had the chance to buy the ingredients needed to make one of his usual _exotic_ dishes, so with a slight frown and an unsatisfied grunt, he settled for cereal. He took a spoonful of the flake cereal and held it up to his mouth but stopped when he heard the familiar beeping of his Plumber badge. Max rested the spoon back in the bowl and pulled out the badge, pressing the device to answer the call.

"Hello? Is this the Magister of Earth?" an unfamiliar voice asked.

"Yes, I'm Max Tennyson," Max replied. "What can I do for you?"

"Ah, good," the voice cleared its throat. "My name is Drone and I am captain of the Plumber Prisoner ship, Galactica." Drone paused for a moment. "It would seem, through some… unfortunate events a prisoner has managed to escape."

Max was stunned. Galactica was supposed to be of such high security that not even a Galvin could get in or out. "You mean to tell me that a prisoner was able to escape from Galactica, the highest security prison in the whole of the Plumber organization?"

"Um…yes, I'm afraid so."

"What does this have to do with me?"

"We believe them to have taken an escape pod and fled to Earth."

Max ran a hand through his grey hair and tugged at it. "Can you give me a description of the prisoner?"

"The escapee is an Arkhirathi."

"An Arkhirathi? I've never heard of it."

"They are an interesting species, capable of great destruction. Despite their usual docile manner, we were wary. And it seems we were right to be so." Drone fell silent before adding, "I'll have a team sent to you as soon as possible. They will know the best course of action and will be able to assist you in recapturing the prisoner."

"Very well; if they could bring some kind of picture that would be a great help."

"Thank you so much for this, Mr. Tennyson; we were really starting to worry that there would be nothing we could do. We need to keep as many guards here as possible, in case other prisoners start getting ideas."

"I understand. I eagerly await their arrival." Max ended the call and sighed as he turned back to his cereal. He had decided to wait for the platoon to arrive before making any calls. There was no point warning the other Plumbers of an alien that he couldn't tell them anything about and adding to their worries. They had enough to worry about with the Forever Knights' recent movements.

 

* * *

 

 

Grem hurried alongside a small platoon of guards to the control deck where Drone, the captain of Galactica was staring out into space with a complicated expression on his face. When he heard them enter he turned, masking his concern with a small smile.

"Thank you for coming with such haste," he began. Drone was of medium height for his species. He had pale blue skin and two large eyes dominated his face. He had no visible nose or ears.

"I have contacted the Magister of Earth and warned him of the impending threat." Drone stepped forward on his stocky legs. "He will send word to the other Plumbers on the planet." Drone paused and scanned the faces of the guards before him. "As you are the only ones to have had direct contact with the prisoner during his escape, I have selected you to be the team that is sent to Earth to help the Magister recapture the prisoner."

Small murmurings erupted through the group.

"Your pardon, sir," Grem stepped forwards. "We were so easily overwhelmed by the prisoner. Are you sure we are the best option?"

"As you have been up against him, you know better than any on this ship what the prisoner is capable of in terms of ability. The loss of the prisoner was a big blow to our reputation, and so retrieval would greatly improve your own standing. But most importantly, it is our responsibility."

Grem knew what he was trying to say. _We let him get away, so it's our responsibility to get him back_. He nodded and stepped back into line. "When do we leave, sir?"

"Immediately," Drone held a small folder out towards Grem. "Commander, here is a report of the prisoner which I wish for you to deliver to the Magister. You are dismissed."

Grem took the folder and led his squadron to the ship dock where they boarded a small jet and head off towards Earth.

 

* * *

 

 

That night, Ben was reluctant to go to sleep. Despite the evidence that what had occurred the past few nights had been little more than a nightmare, he was still unwilling to close his eyes. Grabbing his pillow and blanket from his bed, Ben headed out into the lounge room and made himself comfortable on the couch. His parents weren't home to complain and he thought maybe a change of scenery would help him to sleep better. In his tired state, he was asleep within moments of getting comfortable.

Something cold grabbed his wrist, startling him into wakefulness. Ben gasped as he looked up to see the previous night's assailant on top of him, holding him down. He struggled against the creature's grip, somehow managing to pull himself free. Without a moment's breath, he flung himself off the couch and to the other side of the room where he faced his attacker head-on. _This is just a dream_ , he told himself as he pressed down on the dial of the Ultimatrix.

"Big Chill!" the blue moth-like alien exclaimed. Learning from the previous night's events, Big Chill lunged towards the wall where the light switch was situated. The attacker didn't waste any time. It darted towards him, a ferocious hiss escaping its jaws. Thinking fast, Big Chill made himself intangible, not even flinching at the enemy's sudden movement.

The assailant crashed into him, knocking him across the room where he collided with the coffee table, smashing into fire wood.

"I won't let you!" the creature cried and jumped at him again. Big Chill pushed himself up and flapped his wings, trying to get distance between them. Shielding his eyes, he charged through the window and out into the street where there was more room to maneuver. He was hastily followed by his attacker.

"What do you want?!" Big Chill asked desperately as he sent a blast of ice in the creature's direction. The creature didn't even pause. It didn't even seem to notice as the blade of ice passed straight through its body and shattered on the road behind it.

The creature stood still and tall before him and Big Chill noticed the air around them grew colder. He barely had time to react before the creature, suddenly reanimated, blasted a beam of energy at him, sending him flying back and slamming against a tree. Big Chill collapsed to the ground, his chest searing with pain. He glanced up to see the creature slowly moving towards him.

"What…do you want?" he repeated. Still he got no response. He tried to get up, to get as much distance between him and the strange being as possible, but he could barely flap his wings. Using the trunk of the tree for support, Big Chill rose to his feet, his body shaking at the effort.

"For all the talk that I've heard about you, Ben Tennyson, you are surprisingly weak," the creature said smugly.

"Who are you? What do you want?" Big Chill felt his energy returning.

"Does it matter?" the raspy voice returned sharply. "Does anyone actually care? Will anyone actually listen to what I have to say?"

There was a familiar flash of green as the Ultimatrix timed out, leaving a human Ben standing between the creature and the tree. The creature smiled, baring its sharp teeth and held out a long, thin hand towards him. Ben stepped back until he was pressed firmly against the trunk of the tree.

"I will listen!" he retorted. "So I ask again: what do you want?"

The creature stared at him, contemplating. It hesitated for a moment before saying, "…revenge." It reached forwards and placed its cold hand over Ben's face. The road suddenly lit up as a car drove past, seemingly unaware of the events conspiring just a few feet away. But it was enough. The creature hissed loudly, releasing its prey and dashed off into the darkness.

Ben, seeing his chance, raced back inside and turned on the light. _It seems to be afraid of the light…kind of like Ghostfreak. Maybe if I leave the light on it won't come back_ , he thought as he lay back on his disturbed bed and shut his eyes, not bothering to pick the blankets up off the floor. He slept peacefully through the rest of the night, the threat of attack no longer looming over him.

 

* * *

 

 

Ben opened his eyes to see an angry looking Sandra peering down at him.

"M-mom?" he mumbled.

"Benjamin Kirby Tennyson!" she growled and Ben knew he was in trouble. "What on earth have you been doing?!"

Ben slowly sat up and glanced around the room. The coffee table lay shattered on the floor and a cold wind blew through what remained of the window. Glass littered the carpet like confetti.

"Why is the living room in this state? Why are you sleeping on the couch and WHY was the light left on all night? Money doesn't fall from the sky, you know!"

"S-sorry mom," Ben stuttered as he took in the scene. A feeling of dread washed over him. Regardless of previous experience, this can't have been a dream. As if to confirm his suspicions, a terrible ache erupted across his chest. "I'll clean it up," he said through clenched teeth.

"You'd better," Sandra grabbed her coat from the cupboard. "I'll be gone for a few days. I expect it spotless when I get back. And I'm going to want a believable explanation," she frowned and shut the door as she walked out.

As soon as she was gone, Ben lifted his shirt and examined his chest. A large red burn, presumably from the blast the creature had shot him with, stretched across his torso. Slightly panicked, Ben hurried to get himself ready and headed over to Kevin's place.

 

* * *

 

 

Kevin vaguely heard the sound of Ben's car pull up outside his garage. He ignored it and turned back to working on his car. He probably just wanted to get smoothies or something.

"Hey, Kevin," Ben walked up to the car. Kevin glanced and saw his feet from his position under the car. "Can I talk to you?"

"What's up, Tennyson? If you want me to go somewhere, forget it. My car needs work."

"It's about some weird… dreams I've been having."

"I'm not a therapist. If you're scared of the dark, go buy yourself a nightlight."

"I'm not scared of the dark!" Ben snapped. "But a light might not be such a bad idea…" he mumbled.

Kevin scoffed. "Sure you're not."

"But seriously, Kevin," Ben ignored his comment. "I think they might be more than just dreams. Like this morning –"

Whatever Ben had been saying was lost over the sounds of Kevin's tools. Not that he really minded. He didn't know anything about dreams and their deep and hidden meanings. Gwen was better suited to that conversation. Personally, he thought Ben would be better off talking to one of his mom's psychiatrists.

"Kevin? Kevin!"

"What?" Kevin slid out from under his car.

"I asked you if you had any idea on what's going on."

"How should I know? I don't know anything about dreams."

"You weren't listening, were you?"

"Geez, Ben, what do you want from me?" he didn't mean it to sound as harsh as it did.

Ben frowned. "Forget it," he turned away. "Sorry for bothering you."

Kevin watched in silence as Ben walked out to his car and drove away before returning to his own car and the various parts lying scattered on the floor.

 

* * *

 

Grem followed the coordinates he had been given by Drone and flew the jet towards the Plumber base located at Mt. Rushmore. He took the time to check on the state of his troops. His second in command, Hinra, sat beside him, fidgeting anxiously.

"Are you okay?" he asked the Uxorite.

"Yeah, I guess I'm just a bit nervous. We don't really know what we're up against."

"That's true, but we have the help of the Magister of Earth, and if we work together I'm sure we'll be fine. Besides, Ben Tennyson is supposed to live here and he is said to have saved the Universe a number of times. Something like this should be no problem for him."

"You're right. I'm sure everything will go fine," Hinra smiled bravely.

"Speaking of which," Grem turned his attention to the scenery outside. "Prepare for landing," he called out to the rest of the troops who quickly found a seat.

Max was standing in the doorway of the Rust Bucket as the prison jet came to land a few hundred metres away. He watched in silence as the hatch opened and five aliens walked out. The first to emerge was a turquoise humanoid alien with a tuft of black hair and was wearing a uniform customary of the guards on Galactica. He was closely followed by an Uxorite and a Methanosian. Two other aliens followed close behind that Max didn't recognize. One was tall and muscular with green-tinged skin and a thick tail, another was small and almost completely white save for a few black markings on its face.

"Are you Max Tennyson, Magister of Earth?" the first one asked as they approached.

"That's right. I'm assuming you're the team sent by Drone?"

"Yes. My name is Grem," the turquoise alien bowed slightly. "This is my second in command, Hinra," he gestured to the Uxorite. "And these three are Petra, Silyon, and Takren." He gestured to the green, white, and Methanosian aliens respectively.

"It's a pleasure to meet you," Max shook hands with each of them in turn. "Why don't you come on in and we can get down to business."

 

* * *

 

 

Ben took Kevin's advice and switched on his lamp as he climbed into bed. Each time he had encountered what he had concluded was an alien it had fled when basked in light. Hopefully, then, by having his lamp on it would stay away and leave Ben to get a good night's sleep. He had only had his eyes shut for a moment before he fell back into the sweet embrace of the land of dreams.

_Ben looked around the darkness. For as far as the eye could see there was nothing; only an inky blackness that seemed to envelop everything. He looked up to see a ray of light smiling down at him. He smiled back, feeling at peace despite his surroundings._

_The light suddenly disappeared, leaving Ben completely lost in the darkness. He held up his hands in front of his face but they too had been lost. He tried to call out but no words escaped his throat. Then there was the cold. It came on so suddenly that he barely had time to register the change before a familiar figure appeared before him; a sinister grin spread across its face._

 

Ben screamed, waking himself from the dream. The alien was upon him, he knew it before his vision ever had a chance to clear. The strong, cold grip of its icy fingers sent pain shooting through his wrists. Light from the lamp illuminated the alien in a way that allowed him to take in the full situation. He focused on it, expecting to see the same horrible expression he had witnessed in the dream. But instead of a look of malice, all he saw was a sort of painful desperation.

"B-but how?!" he stammered. "The light…I thought…"

"While it is true that the light hurts me," the alien rasped, "I have run out of time. I no longer have the strength to continue playing games with you."

"You said you wanted revenge. For what? I'm positive I've never seen you before you started attacking me!"

The alien hesitated, loosening its grip ever so slightly. "…It is not _you_ that I want revenge against, but it is you who can help me get it!"

"Can't we talk about this?"

"There will be plenty of time to talk later," the alien released Ben's right wrist and placed its hand over his face. A sharp pain erupted throughout Ben's body. He could feel himself screaming but heard no sound. Then all went to black.


	4. Chapter 4

Sunlight filtered in through the window, basking the room in its warm light. Ben slowly opened his eyes only to shut them again against the blinding intensity. After waiting a few minutes he tried again and was able to adjust to the morning rays. He pushed himself into a sitting position and took a moment to think. His throat was raw from screaming and his whole body ached. But the change that he was focusing on was the cold. Despite being seated in direct sunlight, he was cold. Not the kind of cold that would make you want to put on a jacket, but rather a subtle chill that didn't feel quite right.

Ben rose to his feet and tried to push the feeling to the back of his mind. As he reached down to grab a clean shirt from the floor he noticed hand-shaped bruises on his wrists. He held up both hands to examine them closely. The attack hadn't been a dream. But he had been so overpowered and at the alien's mercy that he couldn't help but wonder what had happened. When he thought back, all he could remember were the final words spoken and the excruciating pain that followed. But one thing he did know; light wasn't going to stop it anymore.

Stifling a yawn, Ben grabbed his phone from his desk and scrolled through the contacts until he found Julie's number. He pressed 'call' and held the phone to his ear.

_Ring. Ring. Ring._

"Hello?" Julie's voice came through the receiver.

"Hey, Julie," Ben struggled not to yawn. He hadn't had a descent sleep in days and he was starting to feel the effects.

"Hey, Ben," she greeted, realizing who it was. "What can I do for you?"

"I was wondering if you wanted to do something later."

"I've got tennis practice this morning, but I'm good for the afternoon. What did you have in mind?"

"Ah…I guess I didn't really think about it," Ben ran a hand over the back of his head. "Is there anything you want to do?"

"Well, we could go watch a movie. I hear they have a new Sumo-Slammers movie out."

" _You_ want to _willingly_ go see Sumo-Slammers?" Ben asked in disbelief.

"Not really, but it has been growing on me. Besides, I'm never going to get into it if I don't watch it."

"Okay, sounds good. Is 5 o'clock okay?"

"That's fine. I'll see you then."

"Oh, and Julie?"

"Yeah?"

"You're welcome to change your mind later if you want."

Julie laughed and said good-bye, leaving Ben alone with his thoughts.

 

* * *

 

 

Gwen opened her eyes and the pink glow they had accumulated faded.

"So? Did you find anything?" Kevin asked as he took a sip from his smoothie.

"No," Gwen sighed and rested her head in her hand. "As I thought, I need something to track them with." She grabbed her own smoothie off the table and swung it slightly. "I can't believe we're having smoothies without Ben."

"I know, it's weird, isn't it?" Kevin took another sip. "When I called he said he was going to the movies with Julie."

"Well good for them. Hopefully this time they won't be interrupted by alien related business." Gwen sat up straight. "When was the last time we did something like that?"

"What are you talking about? We're having smoothies together right now."

Gwen sighed. That wasn't really what she meant. She made a mental note to be blunter with Kevin.

"Maybe we should go back to the crash site. We might have missed something that could be helpful."

"Okay," Kevin stood and threw his empty cup in the bin. "I wouldn't mind taking a look to see if there's any tech worth salvaging. That is, if the Forever Knights actually left anything behind."

Gwen followed his lead, getting into the passenger seat of the green Challenger.

 

* * *

 

 

Julie zipped up her jacket as she left her house and walked down the path to where Ben had parked on the street.

"Hey, Ben," she smiled as she got in on the passenger side. Ben glanced over to her and returned her smile. Julie stifled a gasp with her hand as she took in the sight of him. He was hunched over slightly and he had dark circles under his eyes. He visibly struggled to contain a yawn as he returned her greeting.

"You look exhausted! Are you alright?"

"I'm fine," Ben reassured her. "Just haven't been sleeping well recently."

"Do you want to talk about it?"

Ben seemed to contemplate this for a moment.

"You know you can talk to me about anything, right?"

"Yeah I know," Ben started the car. "But it's no big deal. Just a few nightmares." His eye twitched slightly but she couldn't tell if it was because he was lying or just a result of another yawn trying to escape.

"Are you sure you're okay to go?" Julie was happy that Ben wanted to spend time with her. She had been overjoyed when he hadn't had a plan; that meant that he just wanted to be with her. But if it meant that he would suffer, even if it was just from lack of sleep, she would rather he didn't push himself. "We can make it another time."

"No!" Ben's sudden exclamation made Julie jump. "What I mean is," he started again in a calmer tone, "every time we try to hang out something always gets in the way," he explained. Julie nodded in agreement and the two drove off without another word.

The first thing Julie noticed was wrong was when they were ordering food at the snack bar. Ben had ordered a large popcorn for them to share, a coke for her and a coffee for himself. Ben never drank coffee. As far as Julie knew, he didn't even like coffee. She put it down to his tiredness, but it was still weird.

The second thing Julie noticed happened during the movie. They had gotten tickets to Sumo-Slammers, just as Julie had suggested, but about half way through something heavy landed on her shoulder. She glanced across to see Ben fast asleep and leaning on her. She didn't particularly mind, but it was _Sumo-Slammers_ ; Ben loved Sumo-Slammers. That coupled with the fact that he had just drunk a large cup of coffee was enough to convince her that he was in no condition to ask her out. A small smile crept its way onto Julie's face as she watched him. She grabbed a handful of popcorn and turned back to the movie. He had paid for it and she had suggested it, so at least one of them should enjoy it.

 

* * *

 

Gwen and Kevin navigated through the slowly darkening trees towards the clearing where the ship had crashed. Gwen didn't have high hopes that they would find anything that would help, but it was all they had to go on.

When they arrived, Kevin instantly wandered over to the ship and disappeared inside through the hole that had been cut into the metal. Gwen took a moment to scan the clearing, searching for anything the Forever Knights might have left behind before following after him.

The hallways were made completely of a shiny silver metal, not unlike steel, although Gwen suspected it was something completely alien. The hallway contained no doors until she reached the end, where it opened out into a circular control room where she found Kevin trying to hack into the main computer panel.

"Find anything?" she asked as she came to stand beside him.

"No, the computer's shot. I was hoping there would be a record of the owners and the kind of tech that was on board, but oh well."

"Well, there doesn't seem to be too many doors in this thing, so it shouldn't be too hard to find the cargo bay," she walked over to a smashed in door on the other side of the room. Kevin was close behind.

The door led to a much shorter hallway with two doors, one on each side of the hall. Kevin placed a hand on the wall and absorbed its matter, coating his arm in a thick layer of the metal.

"Stand back," he said before smashing down the door on the left.

The room inside was small and almost completely bare save for a broom, several empty boxes and an upturned bucket.

"A storage closet?" Gwen gaped. "Why would a completely automated ship need a storage closet?"

"Maybe it wasn't supposed to be automated," Kevin lifted one of the boxes and tossed it aside. "They could have wanted to make a delivery personally and didn't get the chance."

"Or maybe it wasn't a delivery at all," Gwen turned to look directly at Kevin. "What if there was someone on board when it crashed?"

"Then where are they?"

"They might have escaped before the Knights arrived, or maybe the Knights took them."

"Let's check the next door," Kevin turned around to the door that had been forced open. The inside had clearly once been a cargo bay, but now contained little more than scrap metal and trash.

Gwen stepped inside and held out a glowing hand to guide her way. She examined each scrap carefully, hoping it would yield some clue to the Forever Knights.

"Gwen," Kevin called. "I think I found something."

"I can't believe I fell asleep," Ben said as he and Julie exited the theatre and headed out into the lobby. "I asked you out and I couldn't even stay awake. Sorry, Julie."

"It's no big deal, you were really tired," Julie smiled. "Are you feeling any better?"

"A little," Ben replied honestly. He had been able to sleep with little difficulty. He didn't even remember having a dream.

Just as they walked through the front doors and out onto the street, a familiar green and black Challenger pulled up in front of them. Ben sighed audibly as the window rolled down.

"Get in," Kevin instructed.

"Can't you see I'm busy?" Ben grumbled, gesturing to Julie.

"Ben, we found the Forever Knights," Gwen leaned forward to make herself seen.

"What? How?"

She held up a scrap of red material. "It's from a cape."

Ben sighed again and turned to Julie. "Why does this always happen?"

"It's really not a big deal," Julie smiled reassuringly. "I need to get home anyway. I can just walk."

"No. If I have to go," he frowned at Kevin, "then I'll drop you off first." He looked down at Julie and offered her a small sad smile.

 

* * *

 

Once he had dropped Julie home and returned his car to his house, Ben slid into the back of Kevin's Challenger. They had driven in silence apart from the occasional comment from Kevin about his date with Julie and Gwen telling him to leave him alone.

The drive took them far out into the desert outside of Bellwood. It wasn't long until they reached a site similar to the one in the forest. There was a large crater in the ground presumably caused by the small space craft that had crashed in the middle of it.

"They're getting more gear," Kevin muttered as the three heroes opened the doors and stood out in the warm air. There were just as many Knights as the last time, but this time Kevin was going to make sure that they didn't get away so easily.

"You ready?" Gwen asked as she gathered mana in her hands, making them glow an eerie pink.

"You bet," Kevin placed a hand on the hood of his car and coated his body in its matter.

The trio edged as close as they could without being seen and, seizing the opportunity, charged forwards. Before the Knights even had time to react they were under attack. Gwen swung blast after blast of mana, defending herself with a shield when they started shooting with their lances.

Kevin didn't spare a moment for defense. He swung at any Knight who happened to get too close, sending them sprawling. His reckless actions caused Gwen to have to watch his back, putting up shields around him every now and again when he found himself in a particularly difficult situation.

But their success couldn't last long. There were countless Knights to replace those who had fallen and it wasn't long before Gwen and Kevin began losing energy.

Ben stood on the edge of the combat. He was still exhausted from the previous nights and was finding it hard to concentrate. He barely registered the two Knights charging towards him, lances at the ready.

"Ben! A little help would be nice!" Gwen called as she blasted several Knights across the crater.

"Come on, Tennyson! Don't just stand there!" Kevin growled.

Ben looked down at the Ultimatrix and began fiddling with a dial. He settled on Humungousaur and

pushed down on the dial. He was instantly surrounded by a toxic green glow that subsided as fast as it had appeared, leaving a large reptilian alien standing in its stead.

"Humungousaur!" he exclaimed as he lunged forwards, knocking the two Knights back a few hundred metres where they lay motionless in the dust. Humungousaur wasted no time in charging onwards towards the ship where the Forever Knights were excavating whatever tech they could get from the wreckage; there was no point in repeating their earlier encounter.

It was only moments before he was upon them. Seeing the threat, they began shooting their laser lances in an attempt to buy some time but the weapons had little effect against Humungousaur's tough skin. He tossed them aside like rag-dolls and crushed their weapons like they were little more than toothpicks. The Knights quickly called a retreat, leaving behind most of the ship's cargo.

Ben returned to his human form and staggered a few feet before he was able to regain his balance.

"Are you okay?" Gwen asked as she hurried to his side.

"Yeah," Ben yawned. "Just worn out."

"They got away again," Kevin picked up a laser lance that had been abandoned in the hasty escape.

"At least this time they didn't get what they came for," Gwen took the lance. "And now we have something we can track them with."

"Let's see what they were after," Ben moved closer to the wreckage and picked up one of the devices lying on the ground. It was small and rectangular, mostly grey but with a red circular light on one end.

"It's a Techadon Dissipater," Kevin observed as Ben passed the device over to him.

"There's a whole bunch of them here," Gwen gasped. "I'm going to call Grandpa Max and ask him what we should do with them." She pulled out her cell phone and wandered a short distance from the ship. Kevin and Ben stood in silence as they watched her. After a few moments, Gwen returned with an unreadable expression.

"He says we should destroy them. That way there's no chance of them falling into the wrong hands."

"Think you can handle that, Tennyson?" Kevin asked, raising an eyebrow at the obviously exhausted Ben.

Ben frowned in response and looked down at the Ultimatrix. It was still in the green. He pressed on the dial, bringing up the holographic forms of the aliens and scrolled through until he reached the form of the one he wanted.

"Echo Echo!" he cried as he transformed into the small white alien. Without warning, Echo Echo turned to the crash site and screeched out a high pitch sound wave, forcing both Gwen and Kevin to cover their ears. In moments each of the small devices exploded leaving nothing more than rubble in their place. Echo Echo pressed down on the Ultimatrix symbol and returned to his human form. "So now what?" Ben asked. "Do we go after the Forever Knights?"

"I think we should call it a night," Gwen replied with a touch of concern. "You look like you're about to fall asleep standing up."

"What? But if we don't move now, they'll have time to regroup and it'll be harder to take them down!" Ben snapped angrily.

"She's right, Ben. There's no point running into a fight we're not prepared for. Besides, we have one of their lances so we can track them whenever we need to."

"Did you just say no to a fight?" Ben asked in disbelief.

"Come on, Ben," Gwen placed her hand gently on his shoulder. "We could all use some rest."

"But –"

"Why are you so against sleeping?" Kevin interrupted.

"I'm not!"

"Then let's go!"

 

* * *

 

 

"Hey, Tennyson!" a familiar voice roused Ben from his sleep. He opened his eyes and looked up to see Kevin and Gwen turned in their seats watching him.

"What?" he asked, his voice clearly showing signs of how tired he was.

"We're at your house," Kevin explained. "Now get out before I kick you out."

Ben begrudgingly complied, taking his time to undo his seatbelt and open the door.

"Get some sleep, Ben," Gwen said sympathetically before the green car started forward and disappeared down the street.

Ben headed towards the kitchen, making sure to turn on every light he came across. In truth, he really didn't feel like he could handle starting a fight with the Forever Knights, especially at their own base. But nor did he want to go to sleep. He knew that the moment he shut his eyes, the alien would return. From the last encounter it had been made clear that light would no longer stop it and this time it might succeed in getting what it wanted. Not that Ben really knew what that was. So instead, he turned on the kettle and began making himself the strongest coffee he could handle.


	5. Chapter 5

"Here is the file containing all the information we have on the prisoner," Grem said as he handed the thin folder across the table to Max Tennyson, the Magister of Earth. Max opened the folder and examined the sheet on top of the pile. It was a profile on the prisoner containing general statistics and information. He briefly skimmed over the info and his eyes settled on the square photo attached to the top left-hand corner.

The photo depicted a graphite-coloured alien of an almost ghostly appearance. Its eyes were completely white and outlined in a black rims. It had a thin body with slender arms and sharp hooked fingers that reminded Max of claws. Deep black markings that seemed to glow despite their dark colour decorated the Arkhirathi's frame. The bottom half of the alien wasn't visible, so he wasn't sure if it had legs or not.

 _Creepy looking monster_ , Max thought as he placed the file down carefully on the table top and looked up at the five aliens seated around the table. "So do you have any information on where we can start to look?" he asked.

"We have been able to trace the location of the escape pod. That should be a good place to start," Grem informed him.

"Then make yourselves comfortable and we'll get going," Max turned away from the table and moved towards the front of the Rust Bucket where he sat down in the driver's seat and started the engine. Grem took the passenger's seat while Hinra, Petra, Silyon and Takren remained where they were at the table.

"Here are the co-ordinates…"

* * *

 

 

Ben sat on the couch blinking heavily. Every now and then his head would droop until his chin rested against his chest but only for a moment before he shook himself awake. Throughout the night he had drunk several strong coffees but all they had done was give him an increased urge to use the bathroom. On the plus side, he had had no encounter with the alien.

Ben startled himself awake as his head once again began to droop. He glanced up at the clock on the wall and struggled to focus on the hands. Six forty-three. He would have to start getting ready for school soon; if he could convince himself to go.

Ben took his empty mug back into the kitchen and gazed out the window. The window in the lounge room that he had smashed had been replaced by a large wooden board so it was hard to tell the time of day by lighting. From what he could see past the roofs of neighbouring houses, the sky was a deep shade of pink and orange; sunrise. The feelings of anxiety that had plagued him throughout the night instantly washed away; as far as he knew, the creature wouldn't attack him in the daytime. Placing his mug on the sink, Ben shuffled into his room and collapsed on his bed. He shut his eyes to 'rest' them but it wasn't long before he was fast asleep.

 

* * *

 

 

"That's it!" Grem pointed to a small gleam of white half-buried in the sand of the desert they had come to. The trip had taken them several hours, especially with all the early-morning traffic on the city highways, but they were hoping that the Arkhirathi's escape transport would yield some clue as to where the creature had gone and what it was up to.

Max slowed the Rust Bucket to a stop a few hundred metres short of the crash zone. Grem wasted no time in releasing himself from the material sash that tied him to his chair and hurrying out into midday heat. He was soon followed by Max, Hinra, Petra, Silyon, and Takren.

"Do you think it's still in there," Petra asked as he placed a clawed hand against his forehead to shield himself from the sun.

"According to the file," Hinra opened the folder and began reading one of the sheets inside. "An Arkhirathi's greatest weakness is light. If it is still here, it will be inside the craft. Light as intense as this would probably kill it."

Max began moving forwards towards the escape pod. The platoon remained where they were momentarily, all remembering their mortifying defeat the last time they had encountered the prisoner. None of them wanted a repeat of the last incident, especially in front of the Magister of Earth. But nor could they just stand there and watch while Max did all the work so, hesitant as they were, they moved past their fears and joined the human as he started to dig out the sand blocking the pod's door.

After what felt like many hours of digging, the small team had managed to uncover most of the pod. The door appeared undamaged and Grem suspected that it hadn't been opened after the pod was ejected from Galactica. The prospect that the prisoner was still inside grew all the more likely and he tightly grasped the torch hanging from his belt.

"Doesn't look like it's been forced open," Max put a voice to Grem's thoughts. He turned to face the turquoise coloured alien. "Is there an easy way to open this or do we have to use force?"

"I know a pass-code that should work," he stepped forward and quickly typed in the code he had been told many years ago when he had first become a guard on the prison ship. The door slid away with ease and Grem took a giant step back, half expecting something to jump out at him. But there was no surprise attack. No sound or movement at all.

Max was the first to move. He took out his own torch and flashed its light around the inside of the pod before warily stepping inside.

"Can you see anything?" Hinra asked nervously.

"You can relax," Max seemed to laugh. "There's nothing living in here."

The five guards turned on their torches and entered the pod. It was completely dark inside, making the team completely dependent on the light from their torches. Hinra moved over to the main computer system and began fiddling with various buttons and switches. With a few sputtering protests, the lights switched on, allowing them to take in the full view of the escape pod without the need for their torches.

It was small, only just big enough for the six of them to move around comfortably. As Max had said, there was no sign of the prisoner. Hinra was still fiddling with the computer.

"I don't understand," she mumbled.

"What is it?" Takren looked over her shoulder.

"It would seem that the Arkhirathi was able to hack into the Plumber's main database through this computer. I have no way of telling what it was searching for, but I know it's not going to be something good."

"Is there anything we could use to help track it?" Max asked.

"I'm afraid not. The memory has been wiped clean. All we know is that it was looking for something within the Plumber's network and that it probably found it, seeing as it's no longer here."

Grem sighed. They had hit a dead end. With no way of knowing what the escapee was after, they had nothing to go on. He watched in confusion as Max walked up to Hinra, who quickly stepped aside, and pulled out one of the buttons on the panel. Then, taking a few steps back, he pulled out some kind of laser weapon and shot at the control panel. It instantly erupted with electrical sparks.

"Let's get going," he said. "There's nothing more here." As he walked out of the pod, Max noticed the confused and anxious expressions of his company. "Now no-one will be able to use that computer to hack into the database," he explained and held up the button he had removed. "I know someone who might be able to use this to help us track the Arkhirathi."

Considerably more relaxed now that they were aware of the situation, the five aliens followed Max back to the Rust Bucket where they got in and started the long drive to Bellwood.

 

* * *

 

 

Ben awoke to the sound of ringing. He opened his aching eyes as he tried to remember where he had heard that sound before. The ringing continued. As he sat up on his bed, Ben searched the room, his eyes settling on the cell phone flashing lights on his desk.

He felt much better after having had an undisturbed sleep, but he was still tired. Had he been left alone, Ben was sure he would have slept until the end of the next day.

He navigated through the jungle of clothes and things that lay scattered on the floor and answered his phone.

"Hello?" he said groggily.

"Ben? Where are you?" it was Gwen.

"I'm at home; why?"

"Didn't you go to school?"

"…What time is it?"

"Three thirty."

"Then no. What's up?"

"Kevin and I are parked outside your school. We were going to make a move on the Forever Knights, but if you're not up to it –"

"No! I'll go! Stay where you are, I'll be there in a moment," he hung up the phone and shoved it into the pocket of his jeans. He quickly ran a hand through his hair in a half-hearted attempt to make himself look presentable, grabbed his favourite green leather jacket and headed out into the front yard.

Holding up his wrist, Ben looked down at the Ultimatrix. He noticed the hand-shaped bruises that ringed his wrists had faded a little, but were still evident. He would have to make sure that his sleeves were able to cover them. Returning his attention to the Ultimatrix, Ben selected Jetray and pressed down on the dial.

"Jetray!" in a one swift movement he sprung up into the air and sped his way to the school where Gwen and Kevin were waiting.

 

* * *

 

 

Kevin grumbled impatiently and tapped the steering wheel as he and Gwen waited for Ben to get out of school.

"Come on! I'm tired of just sitting around," Kevin complained. "Where is he?" He watched as fewer and fewer students appeared through the double doors that marked the entrance to the school.

"It is weird; normally Ben is one of the first to get out," Gwen commented. "I'll try and call him." She pulled out her phone and pressed speed dial 3. The phone rang for longer than it should have and she was about to hang up when there was a click and a familiar voice answered.

"Ben? Where are you?" she asked. "Didn't you go to school?" she turned to watch the last of the students emerge and head on down the road. Gwen looked at the clock on the Challenger’s radio, before responding with "Three thirty," a pause, then, "Kevin and I are parked outside your school. We were going to make a move on the Forever Knights, but if you're not up to it –" Another pause.

The phone dropped out and Gwen assumed he'd hung up. She put her phone down and looked over at Kevin who was watching her with an annoyed expression.

"So what's the deal?"

"He said he didn't go to school; he's at home. He also said to stay put and he'll be here soon."

Kevin grumbled again. More waiting, just what he wanted. He was about to complain again when a familiar red alien landed lightly in front of them. Jetray quickly returned to his human form and got into the back seat.

"Took you long enough," Kevin glanced at the younger teen through the rear-view mirror.

"Sorry," Ben apologized, "I had to grab my jacket."

 _Did he just apologize?_ "Let's get going. Gwen, if you would?"

Gwen picked up the laser lance she had resting on her lap and her eyes began to glow pink. "I've got it," she said after a few seconds.

Kevin started the car and they were on their way.

 

* * *

 

 

The Forever Knight's castle was everything they expected it to be. It was oversized with countless turrets that were probably not even used. It sat in the middle of a wide moat with the only way in or out being the massive wooden drawbridge pressed against the castle to conceal the entryway. Once upon a time it would have been a grand castle for a king and his servants; but those days had long since passed.

What they hadn't been expecting was the apparent lax in security. Ben had expected the Knights to pop up from windows and turrets and start shooting at them like they did in the Middle Ages and in corny movies, with the exception of course being the laser weapons in place of flaming arrows.

With concerning ease, Gwen used her mana to pull down the drawbridge and the trio headed in. Regardless that it seemed like they had gotten in undetected, they were all on their toes, jumping at every noise and shadow.

The courtyard they found themselves in was dim from the shadows cast by the tall turrets towering above. Had Ben not been with Gwen and Kevin, he would have turned around and left, certain that the alien would find this a fitting place to make itself known once again. But he was with Gwen and Kevin, and as far as knew, the creature wouldn't make a move unless he was alone.

Gwen stepped forward and a stone beneath her foot shifted under her weight. She quickly jumped back, expecting arrows to fly out of the walls. Nothing; only the eerie groan of wind through the open area.

"Something's wrong," Kevin muttered. "This is too easy." He slowly reached out his hand and placed it on part of the iron mechanism used for raising and lowering the drawbridge, absorbing its matter to create a shell around his body.

None too soon as a laser shot him in the shoulder. He gasped at the sudden attack, but it had done little more than cause him slight discomfort. Gwen instantly fashioned a shield around them with her mana as more shots rained down from unseen mercenaries. Knights began flooding into the courtyard from all sides. Some held laser lances and others swords. They had been expected; it was a trap.

One Knight wearing a flowing red cape and with a different helmet to the rest stepped forward. He had a traditional sword at his belt and a laser sword in hand. "Welcome to our castle," he said with slight mockery.

"You knew we were coming," Gwen murmured.

"That's right, witch," his voice let on to the sinister expression beneath the helmet. "We knew you would never let it go so we waited. It took longer than we were expecting; you must be losing your touch."

Gwen cast a quick glance back at Kevin and Ben, signaling them to be ready when she dropped her defense. Ben took the hint. He quickly set the Ultimatrix and slammed down on the dial. The green light that resulted served as the perfect distraction. Gwen released the shield and charged forwards, mana in hand and blasting every Knight she could.

Kevin followed her lead, forming his hands into swords.

"Swampfire!" the green plant-like alien cried. He was instantly hit with countless shots from above but paid them no heed as he approached the obvious leader of the Knights.

"Well, well," he sneered. "If it isn't young Mr. Tennyson. What an honour it is to be the one to destroy you." The Knight lunged forward, sword at the ready. Swampfire met his challenge with a fireball of ignited methane. The Knight's armour protected him from any damage and Swampfire jumped out of the way just as the laser sword slammed down where he had been standing just seconds before, leaving a large crack in the stone floor.

Swampfire retaliated with a heavy punch to the back of the Knight's head, sending him stumbling forwards. A swarm of Knights came to their leader's aid, shooting and swinging at the enemy. Swampfire couldn't move fast enough as a sword came down, chopping off his left arm. A vine-like protrusion instantly grew from the open shoulder and attached itself to the fallen limb. More and more swords swung down, seizing the opportunity.

Swampfire couldn't react to all the attacks at once and found himself unable to regenerate fast enough. He felt something sharp pierce him and looked down to see the tip of a sword passing through his stomach to come out the other side. He turned. The leader of the Forever Knights stood gleefully as he quickly withdrew the sword. As the attacks continued, and with no arms to defend himself with, Swampfire could do little but watch as he was slowly being cut down.

The vines he managed to summon and wrap around the enemy were quickly destroyed as more and more Knights came to the aid of the brethren. Swampfire took a moment to look across at the scene unfolding in front of him. Kevin and Gwen were being bombarded from all sides with swords and lances. Gwen was able to produce a shield to protect herself but the unceasing attacks soon had them broken. Kevin was faring a little worse. His iron shell was quickly being worn away and he was visibly losing energy.

Something inside him made Swampfire pause. It wasn't quite anger, more like a feeling of great annoyance. As if someone had unplugged the TV while he was watching a Sumo-Slammers re-run. Then there was the cold. The subtle chill he had been feeling up until this point suddenly became like a snow storm inside him.

"ENOUGH!" his mouth moved seemingly of its own accord. Countless vines burst through the stone floor and wrapped themselves tightly around each and every one of the Knights. There were screams from the higher levels as the archers were also placed under attack.

Gwen and Kevin stood frozen in place as they turned to look at Swampfire. Swampfire could do nothing but watch as his body leisurely reattached its fallen limbs and the countless wounds covering his body healed. He felt a smile creep its way across his face as he turned to the leader of the Knights who squirmed and struggled against his bonds.

 _No, no, no, no, no, no!_ Swampfire willed his body to listen to him to no avail. His arm raised and his hand lay flat like an unmoving wave. Slowly his hand clenched into a fist and the vines around the Knight grew tighter and tighter with each movement. The Forever Knight cried out in agony as his armour was crushed at a painfully slow pace. He could hear Gwen and Kevin yelling at him to stop but there was nothing he could do.

 _Stop!_ He silently screamed. _STOP IT!_

The vines suddenly withered and died, releasing each of the Forever Knights who fell helplessly to the cold stone. None dared to move, even if they could, lest the plants regrow and crush them like they had nearly done to their leader. A green glow enveloped Swampfire as he returned to being Ben.

Ben placed a hand to his forehead as he was overcome with a nauseating dizziness. The horrible cold subsided to the dull chill it had originally been and he felt his knees give way beneath him. He was vaguely aware of Kevin and Gwen rushing to his side before everything went black.


	6. Chapter 6

"Ben!" Gwen and Kevin rushed through the mass of fallen Forever Knights to where Ben had collapsed on the stone. Kevin picked him up with ease and hauled him over his shoulder.

"Come on, we should get out of here," he said as he headed towards the drawbridge.

"But what about the Knights? We need to find out what they're after!" Gwen said, not moving from her position.

"Do you really think this is the time to worry about that?"

"It's the perfect time!" she turned away from Kevin and looked down at the fallen leader of the Forever Knights who was gasping for breath from inside his crushed armour. "What is it you want? Why are you going after alien technology so desperately?"

The Knight refused to answer. He took a few short wheezing breaths as Gwen turned away. "...I'll...never reveal our plan...to the likes...of you," he panted.

Gwen turned back to him and crouched down. "I can help you," she said earnestly. "Tell me what you're doing and I'll remove the chest plate of your armour so you can breathe."

The Knight struggled for more air as he shook his head. "I'll...never tell!"

"So be it," she got up and moved over to Kevin. "They're in pretty bad shape; I don't think they'll be doing any suspicious activities for a while."

"Should we call the cops?" Kevin asked.

"No, I'll call Grandpa Max. There are probably no charges the police can get them for."

"Alright, let's go," Kevin said, turning towards the entrance.

Ben opened his eyes to see Gwen looking down at him, an expression of concern and relief splashed across her face. From what he could gather, they were in the back of Kevin's car and his head was resting on Gwen's lap.

"Ben! Are you okay?" she asked as he tried to sit up.

"...Fine, just tired," _and sore_ , he added mentally as he rubbed the back of his head. His whole body ached but he wasn't quite sure why. He looked down at his hands and struggled to hide his confusion when he saw the bruises that had been on his wrists earlier that day were completely gone. His chest no longer ached, either.

"What happened?" he mumbled.

"We were going to ask you the same thing," Kevin said from the front seat as the car turned around a corner. "What happened to you?"

Ben tried to think back to the previous events. He remembered arriving at the Forever Knight's castle, then walking into a trap, then...nothing. "I don't remember. What happened after the Knights appeared?"

"You don't remember what happened?" Gwen asked, her voice laced with concern and something else that he couldn't quite put his finger on.

Ben shook his head, instantly intensifying the headache he had developed. He winced and placed a hand on his forehead.

"You went Swampfire and were getting creamed," Kevin began.

"But then you shouted 'enough' and wrapped all of the Knights in vines; even the ones that were shooting from above," Gwen finished for him.

"I did that? But there must have been at least a hundred of them!"

"You really don't remember?" Kevin brought the car to a halt at a traffic light; they were back in Bellwood.

Ben looked out the window, ignoring his question. The sky was fading to a dull grey and was streaked with red and pink light. The sun was setting. The prospect that he was being taken home suddenly dawned on him. He would be at home. At night. By himself. Panic gripped at him, threatening to overwhelm him. Thinking fast, he took a deep breath and said, "Why don't we go do something?"

"Do something? Ben you just collapsed after being chopped to pieces. I think what you need is rest!" Gwen protested.

"I'm not in pieces anymore! And I feel fine," he lied. "We haven't properly hung out in a while. Why don't we get some smoothies and chili fries and go watch a movie or something?"

"I agree with Gwen," Kevin started the car forwards again. "I think you should get some sleep. I wouldn't mind some, either."

"We can do something after school tomorrow, alright?" Gwen tried to make a compromise.

Ben frowned. If he didn't come up with something quickly, he would be stuck at home for another night drinking coffee in a futile attempt to stay awake. He considered telling them about his encounters with the alien, but that hadn't worked out so well the first time and he no longer had the wounds to prove it. It would probably just make them think he needed sleep even more. No, he would keep quiet. At least until he had proof.

Gwen's phone rang, cutting through the silence. She fished it out of her pocket and held it to her ear.

"Hello?" a short pause. "Oh, hi grandpa. What can I do for you?"

Ben tried to read her expression. Her smile faded and was replaced by a serious look.

Okay, we'll be right there," she hung up the phone and looked at Kevin through the rear-view mirror.

"Change of plan," she announced. "We need to head over to Grandpa Max's."

Kevin pulled up next to the Rust Bucket in the caravan park where Max usually stayed. The 'retired' Plumber came outside when he heard the car.

"Well, we're here," he said as he turned off the engine.

"Shh," Gwen hushed him and signaled to Ben. Kevin looked over his shoulder at the younger teen. He had his head resting against the window and his eyes were shut.

"So much for not being tired," he said smugly as he and Gwen got out of the car.

 

* * *

 

 

"Hey kids," Max greeted as they walked over. "Where's Ben?"

"He's sleeping," Gwen informed him. "It's been kind of a rough day."

"You can tell me about it in a minute. Come on in, there are some people I want you to meet." Max led the two teens into the caravan that had become much more cramped with the addition of the five aliens seated around the small table. There wasn't any room for anyone else to sit down, so Kevin and Gwen stood leaning against the kitchen counter.

"Who're these guys?" Kevin asked.

"I'd like to introduce you both to Grem, Hinra, Petra, Takren, and Silyon. They're guards from the Plumber prison ship, Galactica. Guys, this is my granddaughter Gwen, and her boyfriend, Kevin."

Kevin flinched slightly at the word 'boyfriend'. It still felt weird to him, but he was glad that Max had accepted it. The five aliens greeted them politely but said little else. They seemed almost uncomfortable around the newcomers.

"So what did you need us for, grandpa?" Gwen asked, suspicious at the mention of the prison ship.

"Well," Max took the file Grem offered to him. "It would seem that a prisoner has managed to escape Galactica and we were hoping you might be able to help us track them down." He passed the folder over to Gwen who opened it and looked closely at the photo.

Kevin glanced over her shoulder. The sight of the alien sent chills down Gwen's spine and she shuddered. It reminded her of Ghostfreak.

"We were able to track down the escape pod the prisoner used but they were long gone. This button was from the control panel of the computer they used to hack into the Plumber database," he held up a small red button and Gwen took it from him.

"And you want me to see if I can use it to track them down?"

"If that's alright."

Gwen shut her eyes, gathering mana. The button in her hand began glowing pink. For a few intense moments there was silence as all eyes were on her, hoping that she would be able to find something. When she opened her eyes the glow diminished.

"Did you find anything?" Kevin asked.

"I got something, but it didn't feel like a living being; it was probably the escape pod."

Grem sighed and all eyes turned to him. "Another dead end. Now what?"

"We let the other Plumbers know the situation; someone might have seen something and that way we'll know right away if something comes up," Max said, placing a hand on the turquoise alien's shoulder.

"Grandpa, I wanted to talk to you about the Forever Knights," Gwen said. When she had Max's attention she continued, "We went over to their castle today, but it was a trap. They were expecting us. Ben managed to defeat them but even at the risk of his own life their leader wouldn't reveal what they had planned. I feel that even now they've been taken down once, it won't stop them. Whatever they're planning, they're not going to stop without a fight."

"Don't worry," Max tried to reassure her. "I sent a group over there to arrest them. Whatever they had in mind is going to stay just an idea for a long time."

Gwen wasn't so sure. She knew from past experience that the Forever Knights would stop at nothing to get what they wanted. Imprisoning them would only slow them down and increase their anger.

"You didn't mention what happened to Ben," Kevin said as he and Gwen returned to the Challenger.

"I didn't think it was worth mentioning; at least not yet. It was probably just the resulting anger from having all his limbs cut off and not being given the chance to defend himself."

"Maybe."

 

* * *

 

 

Ben was still fast asleep when they got in. Gwen sat up front with Kevin. It was dark by the time they pulled up in front of Ben's house.

"Should we wake him?" Kevin turned in his seat and looked over at Ben's sleeping form.

"It would probably be best to just let him sleep; he didn't seem too eager to go home before," Gwen gave Kevin a strange smirk.

Kevin sighed as he realised what her expression meant. "Do I have to?"

"He could always stay in here," she suggested. "But he might drool with his head on that angle."

"He is _not_ going to get drool on my car," Kevin grumbled as he undid his seat belt and stepped outside.

 He opened the back door carefully so Ben wouldn't fall out and gently lifted him off the seat bridal-style.

Gwen was sure she heard him mutter something like 'this is so embarrassing' and 'you owe me one, Tennyson' as she watched him walk up the path to the house and let himself in.

The room was dark; darker than it should have been. Kevin turned on a light and looked around. The first thing he noticed was the coffee table – or lack of it. There were still a few wood chips littered on the carpet. With a raised eyebrow, Kevin continued his scan. The front window was gone and in its place was a large wooden board. His other eyebrow rose. Something was going on here and he made a mental note to ask when he next saw Ben awake.

 

* * *

 

 

Nicola jumped as the alarm bells began ringing throughout the base.

"Security to mainframe! Come in mainframe!" a voice came through her Plumber's badge. She quickly lifted it closer to her mouth.

"Hello security, this is mainframe! What's the situation?" in her many years of training to reach her position, she had been taught the necessity of keeping calm in a situation such as this but having an actual problem occur that wasn't a drill set her on edge.

"We've got an intruder making their way into the control room. Entrance guards have been taken out. Lock all doors! I repeat –" the voice trailed off and was replaced by a terrified scream.

Nicola could feel the fear rising within her as she returned her focus to the computer mainframe and set the sequence to full lock-down. No intruder would be able to get far. She took a nervous glance at her co-workers who were also busy preparing the base against the intruder.

Nicola brought up the security screens and tried to locate the suspect. On the second level entranceway she spotted it; a slender grey creature coated in black markings. Its claw-like fingers reached out to the guards who were shooting at it but all the laser bullets sailed straight through its intangible form. The Plumbers were somehow lifted into the air and thrown about like they were little more than wretched playthings. One slammed into the security camera and the screen went blank.

Nicola watched in sheer horror as the creature moved from screen to screen as it slowly made its way through the base. With its intangible ability, she knew it could easily get to wherever it wanted to be in a matter of moments, but the creature seemed to take pleasure in ensuring that every living being it came across was taken down. Soon she could hear the calamity it was causing in the hallway just outside the room.

She sprung from her chair and grabbed one of the Tachyon Canons from a compartment in the wall. She was quickly followed by the other Plumbers in the room. Most were human but there were a number of alien species mingling among them.

And then it was upon them. It came through the door in its intangible form, a horrible sneer on its face, revealing its pointed teeth. Nicola didn't wait. She pulled on the trigger, sending a blast right at the alien. The creature didn't even flinch. It made its form intangible and the blast travelled straight through it, bursting a hole through the door and revealing the horror on the other side. Plumbers were scattered across the floor. Some were lying on unnatural angles and their weapons had been reduced to rubble.

The ghost-like alien laughed horribly at her failed attempt. Then suddenly it was gone. Vanished. Nicola shook with fear as she tried to locate it. She watched petrified as one by one her comrades were raised into the air as if by magic and thrust across the room where they lay motionless against the walls. She felt a strong cold hand grip her around the throat and lift her into the air. She dropped her weapon and tried to tug at the invisible hands that held her but to no avail. She felt herself released as she was hurled across the room and collided with the metal computer panel. Then she knew no more.


	7. Chapter 7

Ben groaned and opened his heavy eyes. As he tried to focus on where he was, he realised three things. He was on his back, presumably in his bed, it was daytime and his whole body ached like he hadn't slept in a week. How he had come to be in his bed he didn't know. It was probably Gwen's doing. Having only woken up now, he knew that he must've slept through the night. Judging from the fact that he was alive, he would venture a guess and say that the alien hadn't bothered him. As to why he felt like he was dead, he had no clue. How could finally having a decent sleep make him feel so crappy?

Ben rolled onto his side and stared at the red glowing digits depicted on its screen. Ten twenty three am. _Crap!_ He silently shouted; he was late. Had he not have skipped the day before, he would have thought nothing of shutting his eyes and giving his body the sleep it so badly craved. But he had, and he knew he wouldn't get away with it again without an exchange of words. Words to his mother, which was something he would try to avoid at all costs.

Ben tried to force his aching limbs to move but their protest was too great. With a huff and a little effort, Ben gained enough momentum to roll himself off the bed where he landed heavily on the floor. That was enough. The sudden shock of cold air and hard impact was enough to convince his body to move.

Ben staggered to his feet. He ran his hands through his hair a few times in an attempt to make himself presentable, quickly changed his clothes and, not bothering to grab anything to eat, dashed out to his car.

 

* * *

 

 

Nicola struggled to open her eyes. Her whole body was racked with pain and her left arm was badly twisted and on an angle she knew to be unnatural. But she was alive; a notion she found to be odd. The fact that she thought this was odd was another oddity in itself. Why did she find it so hard to believe? She tried to think back to what had caused her to be like this but her memory was blank. She couldn't think. She couldn't feel anything but the numb ache that had spread throughout her body.

A jolt of electricity zapped her damaged frame sending another wave of pain through her system. She was slumped over the control panel of the main database of the Plumber base she worked in. But how had she come to be there? And why was the panel in such a state of disrepair?

Nicola took a deep breath and slowly slid her way off the panel. Gravity quickly took over and she landed heavily on her knees, sending yet another excruciating jolt through her system. She just lay there for a moment, too numb to move. She closed her eyes and rested her head against the panel. She would have allowed herself to fall back into the realm of sleep but a small whimper forced her to reopen her eyes.

Nicola ignored the pain that came with moving her head as she tried to identify which of her comrades had made the pitiful sound. That was when she realised the situation. The room was littered with the unmoving bodies of her co-workers. If she focused, she could see the rise and fall of the chests on those that used lungs for respiration. At least they were alive. The door marking the entrance and exit to the control room had been torn from its frame and thrown in a crumpled heap across the room.

For some reason, Nicola found this to be odd. She found herself thinking that her finding it odd was odd. Now that she thought about it, what had happened? Why had she woken up in a daze on a broken control panel? Why did her whole body ache and resist?

Then all at once she knew. They had been attacked. By what she couldn't say; couldn't describe. But at that moment it didn't matter. Her first priority was to ensure the safety of her fellow Plumbers. Nicola clenched her teeth to the horrible pain that surged through her muscles as she reached for her Plumber's badge. Slowly she raised it to her face.

"Hello? If anyone can hear me, we need help," she took several deep breaths to relinquish the agony that each word brought. "We were attacked…unknown force. All Plumbers down. Casualties unknown. Please send help to the [insert place here] Plumber base."

She let her arm fall and remained motionless for what felt like hours but was in reality only a matter of minutes, before struggling to her knees and crawling towards the nearest Plumber. She didn't know how long it would take for help to arrive, if it ever did, so she needed to do what she could before it was too late.

 

* * *

 

 

Ben couldn't remember any history lesson being as boring as the one he had found himself stuck in. He had been caught arriving late and had been given an hour of detention after school, and to make matters worse he was having a hard time staying awake. Each word his teacher spoke seemed to make his eyelids heavier until he was forced to succumb to their will. Placing his head on his arms he closed his eyes.

When he opened them again the classroom was empty, save for his teacher who was watching him from across the room where he was leaning against his desk with his arms folded over his chest. Ben instantly knew he was in trouble.

"Mr. Tennyson," the teacher began, noticing his pupil had awakened. "Rough night?"

"…Kinda," Ben slurred, rubbing the sleep from his eyes.

"Might I suggest getting to bed earlier?"

"I'll keep it in mind," Ben glanced up at the clock. It was only five minutes into lunch.

"It'll give you something to think about in the additional hour of detention you'll be doing making up for the lesson you slept through."

Ben sighed in annoyance. That was two hours of detention! The way things were going, he was going to sleep through them too and double the time. At the teacher's hint, Ben shoved his book into his bag and headed out into the corridor.

He was instantly intercepted by the familiar figures of Cash and J.T.

"What do you want?" he asked, unsuccessfully masking his irritation.

"What's the matter Tennyson?" Cash put his hands on his hips and leant in as he spoke. "Are you grumpy cause you got woken from your nap?" he asked in a way that one might speak to a baby.

J.T. laughed and added in the same tone, "Did the big bad Bogey-man give you nightmares? Would it make it better if we got you a nightlight and checked the wardrobe for monsters?"

Ben was at the end of his string and these two idiots were getting real close to snapping it. He wanted nothing more than to go alien and give them a piece of his mind, but Gwen's constant lecturing on being 'the bigger man' stayed his hand.

"Cause you guys would be experts on that, right?" Ben said calmly as he hastened his pace and headed towards the cafeteria. Cash and J.T. remained where they were, unhappy that they hadn't gotten the reaction they were after.

 

* * *

 

 

Ben's last class of the day was math. He wasn't good at it on a good day, so on a day like today where he couldn't even focus long enough to read the question, he knew he had no hope. So he put his head down and pretended he was working at the problems, all the while hoping that the teacher wouldn't call upon him to answer anything. And, to his relief, they didn't.

Ben was about half-an-hour into his two hours of detention when his phone started vibrating in his pocket. He looked down at it and frowned, silently willing whoever was calling to stop. Thankfully, after three rhythmic vibrations it did, and Ben was able to happily return to looking like he was reading the notes from the earlier history class after a quick glance at the supervisor to see if they had noticed anything.

After a few minutes of peace the vibration returned. This time the supervisor put down the magazine he had been reading and stared at him with a raised eyebrow.

"That wouldn't happen to be a mobile phone, would it Mr. Tennyson?" he asked accusingly.

Ben grimaced as the supervisor held out his hand, palm upwards. He sighed and pulled the still ringing phone out of his pocket and got up out of his seat. He took a quick look at the caller ID before reluctantly handed it over to the supervisor who pressed the 'ignore' button.

As he returned to his seat, Ben remembered the compromise Gwen had made the previous afternoon; that was probably why she was calling. She would be wondering why he wasn't out of school yet. He pushed the matter to the back of his mind and returned to the notes on the First World War.

 

* * *

 

 

Gwen put down her phone with a sigh. "He's still not answering."

Kevin grumbled and tapped the steering wheel loudly with his hands. "He's starting to make a habit out of this."

They were parked outside Ben's school, waiting for him to come out. The plan was exactly what Ben had suggested the previous day. He had been right, they barely hung out anymore without it being something to do with aliens, Forever Knights or saving the Universe.

"Do you think he stayed home again?" Kevin asked.

"No, his car's over there," Gwen pointed the black car parked on the opposite side of the road.

Kevin looked at the familiar vehicle through the mirror but frowned when he noticed two figures sneaking round. He groaned when he recognised them. "Ugh, what are _they_ doing?"

"Cash, are you sure this is a good idea?" J.T. nervously glanced around the street before returning his attention to the tall boy in front of him.

"What's the matter with you, J.T.? You chicken or something?" Cash held his face to the glass window of Ben Tennyson's black sports car.

"I just think we could get into a lot of trouble if we get caught."

"Want my advice?" Cash didn't wait for him to respond. "Don't think; it doesn't suit you." Cash tried the handle, but of course it was locked.

"Cash," J.T. hesitated. He didn't hate Ben the way Cash did and he knew that vandalising wasn't the smartest thing to do; especially when the owner of the car had friends like Kevin Levin. "Can't you just drop it?"

J.T. felt his heart leap into his throat when Cash suddenly spun around and, lifting him by the collar, slammed him into the car door. His feet were barely touching the ground.

"You just don't get it, do you?" Cash fumed. "That Tennyson brat is going to pay!" he shoved at J.T. one more time for good effect but instantly regretted it when the lights began to flash and the alarm blared.

"Shoot! Now look what you've done!" Cash released J.T., shoving him back onto the pavement.

"Well, well," a familiar voice sent chills down Cash's spine. "What do we have here?"

Cash looked up to see Kevin Levin standing just a few feet away, Gwen was right behind him.

"You didn't think you could get away with trashing Tennyson's car did you?"

Cash was speechless. With the car making a huge fuss there was no way he could deny having anything to do with it. He watched in silent terror as Kevin punched his fist into his hand and took a step forwards.

It was over within a matter of seconds. Kevin hadn't even needed to land a single hit before Cash and J.T. were begging for mercy. Personally, Kevin wanted to ignore their pleas and give them the whooping they deserved but Gwen was firm in her ways and refused to let him.

"C'mon, Gwen," Kevin whined. "Just one hit? You know they deserve it!"

"I'm sure they do," Gwen said, glaring at the two cowering boys being held by their collars. "But if you beat them up, they won't be able to give us any information."

Kevin looked at her in confusion. What information was she hoping to get from those dweebs?

"Where's Ben?" she asked.

"Why should I tell you anything?" Cash spat.

"Because I'm the only thing standing between you and a week of agony."

"We haven't seen him!" J.T. said nervously. "He's probably in detention!"

"Detention?" Kevin raised the terrified boy a little closer to his face. "Why is he 'probably' in detention?"

"The loser fell asleep in class," Cash smirked.

Gwen and Kevin exchanged glances. They knew that Ben found school boring but he never got caught sleeping in class. Kevin was sure that Ben had still been asleep when he dropped him off and it had been a relatively early night. Ben usually thrived on much less. Something was amiss.

Sir Leonard, leader of his faction of the Forever Knights, sat huffing in his cell. It was an absolute disgrace to lose to the likes of that whelp, Ben Tennyson, especially when they had the upper hand. His plan had been halted, but not stopped. No, nothing would stop him from reaching his goal. It was for the good of the world; for the good of mankind! One insignificant child wouldn't stop him, and neither would the traitors who called themselves Plumbers.

He glared as a Plumber walked past his cell. His brethren had been scattered throughout the prison, each one a significant distance from the last. When the time came, he and his fellow Knights would put their plan into action. It was a plan that had been memorised by each of the Knights in case something like this ever happened. And now it had.

Energy-cuffs suddenly appeared around Sir Leonard's wrists and ankles, effectively chaining him to the bed upon which he sat. It was time. He relaxed his expression to one of remorse as the panel slid open and a guard walked in with a small tray of food. Under normal circumstances, the guards were forbidden to converse with the prisoners, but Sir Leonard hoped that he would be the exception to the rule.

"Excuse me," he said as innocently as he could manage. "But could you do me a favour?"

The Plumber completely ignored him, placing the tray on the small metal table welded to the wall.

"You see I have this terrible pain in my leg. I think it might be broken."

The Plumber glanced warily at the prisoner.

"Please? It's really painful! You wouldn't leave me here to suffer would you?"

Without saying a word, the Plumber turned and exited the cell, shutting the panel behind him. The cuffs were instantly removed. Sir Leonard frowned. He had hoped to at least get some form of speech out of the useless man. Perhaps he didn't speak English. But he did not despair; he would have many other chances, and many other ideas.


	8. Chapter 8

The distress signal halted all Plumbers dead in their tracks. The base it had come from had incredibly high tech security and before now, no living being had been able to infiltrate it.

Max Tennyson was sitting in the Rust Bucket with the five guards from the prison ship Galactica when the call came through. They had been eating one of Max's specialties, a stew made from earthworms and some kind of alien squid, but quickly dropped their spoons and headed towards the aforementioned base without a second's hesitation.

Gwen and Kevin had freed their captives and had just returned to the green Challenger when their badges flashed and twin voices laced with fear and desperation drowned out all else. They decided, with or without Ben, the call had top priority and sped away as fast as the car could take them.

 

* * *

 

 

Ben looked down at the Ultimatrix on his wrist as it started flashing and a woman's voice played through. The supervisor threw down his magazine and approached him with slow and deliberate steps.

"Mind explaining why your watch is crying out for help?" he asked with his arms folded and an irritated expression.

"Uh…" Ben couldn't think of a believable excuse.

"Hand it over," the supervisor held out his hand like he had for the phone earlier.

"Sorry, sir, but I can't take it off."

"Can't? Or won't?"

"No really, I can't!"

The supervisor reached down and placed a hand over the face of the Ultimatrix, intending to find the buckle or yank it off trying. The Ultimatrix sensed the man's intentions and released a green jolt of electricity that slid up the man's arm and caused him to fall back onto the floor.

"Benjamin Tennyson," the supervisor quickly dusted himself off as he rose to his feet. "I don't know what kind of sick joke you're trying to pull but –"

Ben pushed back his chair and stood. He didn't have time to wait around and listen to the supervisor of detention whinge about the Ultimatrix; somebody needed help and he was going to help them, even if it meant breaking his way out.

Ben's hand instinctively held his forehead as a wave of dizziness overcame him. As he fell back into his chair, he could see the supervisor leaning over him, his mouth moving. But Ben couldn't make out any of the words that were being said. He watched in a daze as the man held his shoulders and shook him slightly but the contact was not felt, like he was completely numb to all senses except pain. He shut his eyes tight and hoped that the feeling would pass.

When he reopened his eyes, the supervisor was still leaning over him, but this time he could feel the jerking motion that came with being shaken.

"Ben! Benjamin Tennyson! Can you hear me?"

"…What? Yeah…" he rubbed his forehead and tried to remember where he was. He was in detention; a combination of being late and getting caught sleeping in class. The man standing over him was the supervisor. But why was he being shaken? Why had he blacked out?

"What happened? Are you alright?" the supervisor released his shoulders and stood straight. "You looked like you were going to be sick and then you blacked out for a few seconds."

"I did?" Ben asked. He didn't understand why, he felt perfectly fine. "Sorry, I don't know what came over me. How long do I have left?"

The supervisor frowned, obviously not convinced, but glanced down at his watch all the same. "About an hour."

Ben sighed and returned his focus to the history notes but somehow couldn't escape the feeling that he had forgotten something important.

 

* * *

 

 

Hinra followed close behind her commander as she, her comrades and the Magister of Earth approached the base from which the distress call had originated. Her first impression was that whatever had attacked the base was big, and of great strength; the doors usually hidden by a holographic projection were plain to see and had been blasted through.

She was scared, not that she would ever admit it. A guard of Galactica is supposed to be brave and strong, two things that Hinra knew she lacked. How then, had she been accepted to work there? That was a question she asked herself daily. When she had confronted Grem, her commander, about it, he had said that there was more to being a guard than being strong and that she had immense intelligence and, although she didn't think so, was one of the bravest on his team. 'Bravery isn't about not being scared,' she remembered him say; 'it's about standing up and doing what's right even when you're scared.'

 

* * *

 

 

Max Tennyson stopped at the entrance and looked back over his shoulder as a green Challenger pulled up next to the Rust Bucket. Two teenagers got out and walked up to meet them. The male was tall and muscular. The female's slender figure suggested little to the abilities Hinra knew her to have. She recognised them as Gwen and Kevin; Max's granddaughter and her boyfriend.

"Grandpa Max, do you know what's going on? We got a distress call back in Bellwood," Gwen skipped the formalities.

"Hey kids," Max looked past them, probably searching for Ben Tennyson who was, apparently, not with them. "We were about to go in and see what happened, it seems the call was directed to no one in particular."

Max turned and headed inside through the menacing hole in the door. The others followed close behind.

The sight that confronted them before they were even 100 metres in was one of devastation. The hall was littered with the bodies of fallen Plumbers and the metallic remains of their weapons. Max wasted no time. He ran over to the nearest body and checked for a pulse.

"There are survivors!" he called out. He dug into his pocket and pulled out his Plumber's badge. "Hello, this is Max Tennyson requesting emergency services. We have survivors."

Gwen stepped forward and began moving the Plumbers outside with her mana where they would be easily accessed when the emergency services arrived.

It seemed that the further in they went, the worse the situation got. Whatever had attacked the base had also attacked every living thing it came across. But what struck them all as strange was that, so far, they had come across no casualties.

"For someone who is this good and attacking, you'd think they would get rid of witnesses," Kevin commented as they reached the main control room.

"It's certainly strange," Max squatted down to check another body.

Hinra gasped as the whole room came into view. The Plumbers who had tried to defend the base and themselves against the intruder were leaning against walls or just lying helplessly on the floor. Most had limbs stuck out on angles she was sure were unnatural for humans. But what caught her attention was the state of the main database. The screen had been smashed and the control panel was in ruins. Every now and then it released an electric spark, as if somehow willing itself to continue with its job.

"These are Tachyon Canons," Kevin kicked at the destroyed weapon at his feet.

"Not even they could stop it?" Grem asked with concern.

"…Over…here," a voice, just barely audible seemed to echo through the room.

Gwen hurried over and knelt down beside the blonde woman who was sitting with her back against the wall. "Are you okay? What happened?" she asked as calmly as she could.

"…It was horrible…no way to defend against…it. It…would disappear…and then…reappear behind us…"

"Can you tell me what it looked like? Do you know what it was?"

"…Grey…and black…white, hollow eyes…nothing I've…ever seen before…"

"Did it look like this?" Grem held up the photo of the Arkhirathi with shaking hands.

The woman seemed to freeze. Her body trembled and she gasped for air. Her mouth opened and closed a few times, as she tried to find the words. In the end, she just nodded and turned away, wincing at the pain it caused.

"Arkhirathi," Max breathed. They now had a lead on the escapee. But at what cost?

"Don't worry," Gwen put an affectionate hand on the woman's shoulder. "You're going to be fine; help is on the way."

Takren stepped forward, taking over Gwen's position. "I can't heal you completely," he said, "but I can take away some of the pain."

The woman's face relaxed as Takren worked. Seeing that she would be alright now, he stood up and began helping the others.

"Gwen, can you see if you can get a trace on the Arkhirathi?" Max asked.

"I'll try." Gwen shut her eyes and concentrated, letting the mana flow through her. But, like last time, she could find nothing. If the alien's essence was there, she didn't recognise it. For something like that to work, she would need to have at least confronted it before. Until then she would need something belonging to the creature if she wanted to locate it.

The emergency vehicles came swiftly and had boarded all members of the Plumber base onto their ship within an hour. The reports had returned saying that it appeared that, although some injuries were severe, all members would make a full recovery. The base, however, would not. Many components and technology had to be replaced and the security system would have to be updated; on all bases.

Feeling that there was nothing left for them to do, Gwen and Kevin bundled into the Challenger and headed back to Bellwood. Surely Ben would be out of detention by then.

Julie watched her opponent carefully, trying to read her movements. The ball was hit but Julie had already determined its trajectory. She sidestepped to the right and swung her racquet, sending the ball back over the net.

The other girl lunged sideways, trying to intercept the ball as it made its first bounce just metres out of her reach. She couldn't move quick enough and the ball bounced again, this time outside the back boundary. The match was over. Julie had won.

The other girl sighed, disappointed, but she wasn't a sore loser and happily shook hands with Julie.

"Great game!" a familiar voice made her turn. She smiled to see Ben walking towards her from the sidelines.

"Hey Ben," she waved. "How're you feeling today?"

"Better," he lied. "Do you wanna go get a smoothie?"

"Sure, let me get changed quickly and we can go," Julie's smile grew as she headed to the showers where she had left her bag. It had been a few days since she last saw Ben and she was beginning to wonder if he was ever going to call.

Of course, Julie being a girl, 'quickly' was closer to the mark of half an hour. Ben sat on one of the seats that lined either side of the court and watched the change room door, waiting for it to release Julie. It always baffled him how girls would take forever just to get changed; maybe you had to be a girl to understand.

Julie returned in her usual pink jumper and white skirt with her bag swung over one shoulder. She followed Ben out to the car park, where she got on her scooter and Ben got in his car. They started their engines simultaneously and drove off to the nearest Mr Smoothy.

As usual, Ben ordered the most repulsive smoothie he could find on the menu, while Julie settled on the more normal choice of mango and blueberry. Everything seemed to be going great until Julie noticed the deep dark circles under Ben's eyes.

"Have you still not been getting enough sleep?" she asked.

"It's weird," Ben put down his smoothie. "Last night I'm sure I didn't wake up or have any dreams but when I woke up this morning I felt like I hadn't slept all week."

"That is weird. Maybe you're sleep walking?"

"I don't know." Ben took a sip of his carrot and strawberry smoothie and wondered if he should tell Julie about the alien that had attacked him. She had been a big help in the past with similar things, and he knew she would be more caring than Kevin had been. That was it. He was going to tell her. "Recently I was at–"

He didn't get to finish before the dizziness from earlier returned. He gripped the edge of the table to try and steady himself as the world spun around him. Through his squinted eyes he could see Julie moving over to him; reaching out…

"DON'T TOUCH ME!" he shrieked. He knew it was him who had spoken but the words weren't from his mind. He wanted Julie there to help him, not push her away. His body once again moved on its own and knocked Julie's arm away from him. She flinched and sat back in her chair, watching in fear and confusion.

The dizziness subsided enough for him to regain control.

"J-Julie," he stuttered, searching for the words. "I…I'm sorry…I…" He could feel something crawling inside of him, trying to take over again. He had to go. Leave before he hurt Julie. Stumbling to his feet and still gripping the table for support, he stepped towards the entrance of the restaurant. He could hear Julie calling out to him but her cries were muffled. He barely felt it when she put a hand on his arm. Instinctively, he shook her off, more forcefully than he had intended. She fell back on the seat with a cry.

That was it, he had to move. Before he lost control; before he blacked out like he had in detention.

He staggered into the parking lot and stared at his car. It probably wasn't a good idea to drive when he could barely see where he was going. But he needed to get away, somewhere where Julie wasn't. Through gritted teeth and another wave of dizziness, he selected Jetray on the Ultimatrix before flying off into the distance.

 

* * *

 

Julie watched from her seat as Ben uneasily left Mr Smoothy. When she was sure he wasn't going to come back she ran after him, arriving outside just as Jetray launched himself into the air.

"Ben!" she called after him but he either hadn't heard or chose to ignore. Julie wasn't stupid. She knew something was wrong. Pulling out her phone, she dialed Gwen's number and held the phone to her ear. She didn't have to wait long.

"Hi Julie, what's up?"

"It's Ben," she tried to remain calm. "Something's wrong with Ben!"

"Slow down, Julie; what happened?"

"We were getting smoothies and he was trying to tell me something. Then he suddenly looked like he was going to be sick or fall over. I tried to help him but he pushed me away. It was strange, his eyes were completely white!"

"Where is he now?"

"I-I don't know. He went Jetray and flew off!"

"Don't worry, Julie," Gwen tried to reassure her. "We'll find him."

"I'm coming too!"

"No," it was Kevin who spoke this time. "From what you've told us, it's probably best if you stay away. We'll let you know when we find him."

The phone cut out, leaving Julie standing in the dimming car park staring up at the sky.

"I've tracked the Ultimatrix," Kevin held up his Plumber's badge as he turned a corner at least twice the speed limit. The projected map showed the blinking light that signified the Ultimatrix. "He's not far from here."

Gwen said nothing, only watching the sky, hoping to see a flash of red as Jetray went past. As Kevin had said, it wasn't a long drive to where Ben was and it helped that he had stopped moving. The drive took them to an empty lot behind an abandoned factory, right on the edge of town. As the map had indicated, Ben stood right in the middle of it, his head down and staring at the concrete beneath him.

"Ben!" Gwen called out as she rushed over to him. She and Kevin were by his side in a matter of seconds.

"Yo, Tennyson," Kevin said. "What's the deal? Julie's worried sick!"

Ben didn't respond, only continued to stare at the ground.

"Ben?" Gwen tilted her head so she could clearly see Ben's face. He was pale and his expression was blank. But his eyes, they were completely white, like they had rolled back into his head. She jerked back but not fast enough as a hand shot up and grabbed her around the throat.

"Gwen!" Kevin tried to pry Ben's hand from his girlfriend's neck but the grip only tightened.

Gwen stared rigid in fear as Ben lifted his head to look at her with his blank, white eyes. A horrible smirk appeared on his face. Her lungs were aching in her chest, begging for the air that was restrained from them. Dots started to appear in her vision and she knew she didn't have long until she passed out. She gripped the hand that held her in both of her own and tried to summon mana. Reaching out, she sent a blast directed at Ben's head.

Ben's head snapped back in response to the attack, but his grip never faltered. When he tilted his head back down it had a streak of blood coursing across his face from his temple. The smirk grew into a full out grin as he laughed savagely at her failure.

"Let her go!" Kevin had absorbed the concrete up to his elbow and swung a punch at Ben's chin. This time he did let go as he was sent flying across the lot where he skidded to a stop on his back. Gwen fell heavily to the ground, gasping for air.

"Are you okay?" Kevin leant down beside her and wrapped an arm over her shoulders.

"…Ben," she gasped.

They both looked up but Ben hadn't moved. He was still lying on his back with his arms stretched out on either side of him. He was out cold.

Slowly, they edged towards their fallen friend, half expecting him to jump up and attack them when they got close. But even when they were kneeling on either side of him they boy didn't stir.

"What the hell was that?" Kevin asked.

"I don't know, but it wasn't Ben. Did you see its eyes? They were white."

"Do you think we should take him to your grandpa?"

"It would probably be a good idea."

Kevin moved to lift Ben off the ground when his eyes sprung open and Kevin fell back as a fist connected with his jaw.

"Ow, Tennyson! What the hell?!"

Ben sat up and stared at Gwen and Kevin with a look of absolute trepidation. His whole body was shaking as he glanced from one to the other and then down at his hands.

"Ben…? Are you okay?" Gwen held out her hand but Ben flinched and moved away from the touch.

"S-Stay away!" he panicked, sliding away from them before managing to scramble to his feet.

"Ben, we just want to help," Gwen took a step forwards and Ben took two back.

"N-no! Don't come any closer!"

"Tennyson, come on, we're taking you to your grandpa," Kevin rubbed his jaw.

Ben's eyes opened wider. Kevin's announcement had the opposite effect than what he had hoped for. He took another step back, then turned around and bolted away from them.

"Ben!" Gwen yelled. She was about to chase after him but Kevin held her back. "What are you doing? We have to go after him!"

"You won't catch him on foot, anyway. We'll call your grandpa and ask him what he thinks we should do."


	9. Chapter 9

Ben ran from the lot as fast as his feet could carry him. Something was happening to him; taking over him. It had hurt Julie and Kevin, and now it had tried to kill Gwen. He had to get away, somewhere where he wouldn't be able to hurt anyone. He reached for the Ultimatrix, intending to go Jetray and get as far away as possible, maybe a deserted island or something.

Then the dizziness returned, this time stronger than before, and he tripped over his own feet sending him crashing to the ground. He tried to push himself up but his arms didn't have the strength. So he lay there, in some back street that he couldn't identify as the dizziness enveloped him. It wasn't long before he blacked out.

 

* * *

 

 

"Grandpa," Gwen knocked on the door to the RV known as the Rust Bucket. "It's Gwen and Kevin! We need to talk to you!"

Shuffling sounds escaped from behind the door. There was a few seconds of silence and then the door clicked and swung open to reveal Max Tennyson in his familiar red Hawaiian shirt.

"Hey, kids," he smiled at the two teens. His smile quickly faltered when they didn't smile back. "What's up?"

"It's Ben," Gwen said. "There's something really wrong."

Max frowned and signaled for the two to enter. Kevin noted that the aliens were gone.

"Where are the guards?" he asked.

"They've gone to make a report to Galactica's captain. They won't be back for a while." Max sat down at the table. Kevin and Gwen took the opposite side. "So what's wrong with Ben?"

"Well…" Gwen placed a hand gently over her neck.

"We think he might be possessed," Kevin interjected. "He scared the living daylights out of Julie, punched me and tried to strangle Gwen."

"Possessed? What happened to Julie?"

"She said that he didn't physically hurt her but it looked like he was going to be sick and his eyes were white," Gwen explained. "When we found him he looked about the same, but he didn't hesitate in trying to hurt us."

"White eyes…" Max held his chin in his hand as he mulled over the problem. "Do you think it might have been the Arkhirathi?"

"Is it capable of possessing people?" Kevin picked up on the Magister's trail of thought.

"Honestly, we're not sure what it's capable of. I'll give the guards a call; they have the file." Max got up and pressed a button on the dashboard of the RV. A screen slid out from a cupboard mounted on the wall. It flickered for a moment before revealing the face of the Uxorite, Hinra.

"Magister Tennyson!" she seemed flustered. "What can I do for you?"

"Hello, Hinra," Max replied. "We were wondering whether you could check the file to see if it makes any mention of the Arkhirathi's abilities, particularly that of possession."

Hinra nodded and disappeared from the screen. She had returned in a few moments with a file which she was quickly flicking through. "We don't have much data on the species, and the file has little to offer. All we know is what was gathered at the time of arrest and from personal experience."

"Which is?"

"Let me see," she turned over a page. "The weakness of light, some sort of telekinetic ability, intangibility…" she put down the file and looked directly at the screen. "My platoon was guarding the escape pods when the Arkhirathi attacked. It seemed that we were completely alone until we were attacked from behind. I would guess that it is able to turn itself invisible. On the matter of possession, I'm afraid I cannot help you."

"Thank you, Hinra, you've been most helpful," Max smiled a goodbye and shut off the screen.

"Are you kidding? That didn't help us at all!" Kevin moaned.

"Hinra is a good natured girl but is very easily intimidated and I see no point in telling her that we've wasted our time. Besides, with this information we know somewhat of what we're up against."

"So if it is the Arkhirathi," Gwen turned from Kevin to Max. "What do we do?"

"First thing's first," Max said. "We find Ben."

 

* * *

 

 

Sir Leonard walked down the hall of his wing of the prison, trying not to look out of place. He turned a corner and followed the hall until he reached a small room where the guards watched over all the happenings within the prison from small screens. He took off the small plastic card hanging from his neck and slid it through the device on the wall. The small light switched from red to green and the door slid open.

There were three guards inside, all of whom turned to see who had entered. At the sight of Sir Leonard, they nodded and turned back to the screens. Infiltration successful. Who knew that stealing a uniform was enough to be mistaken as someone with authority? Now all he had to do was get rid of these guards, find his brethren and get out before anyone noticed that he and the unlucky guard who had supplied the uniform were missing.

As quietly as he could, Sir Leonard pulled the stun-gun from his belt and took aim. Personally, he would

have preferred a proper weapon; one that could do enough damage to ensure that the target wouldn't be getting back up anytime soon, if at all. But as it was, all he had was a stun-gun so he would make do.

He pulled the trigger and the first guard fell with a cry of agony. The other two quickly responded to the situation, standing up and pulling out their own weapons. But they weren't fast enough and quickly fell to Sir Leonard's deadly precision; well, as deadly as a stun-gun can be on the low setting they had been stuck on.

With the guards out of the way, Sir Leonard hacked into the computer and located his fellow Knights. Now all he had to do was get them out and they would be home-free. Memorising the location and the basic layout of the building, he tied the three unconscious guards on the other side of the room. It was now or never.

 

* * *

 

 

Ben woke up in a daze. Ignoring the numb ache that throbbed in his head, he pushed himself up into a sitting position and looked around. He was in some kind of back street. Buildings stretched tall above him on three out of four sides, blocking out most of the light.

He tried to remember how he had gotten there, and where exactly _there_ was. He searched his memory but all he found were large gaps which only served to make him more confused. Ben searched his pockets for his phone. Finding it missing, he frowned. He must have forgotten to get it back from the detention supervisor.

So he had no way of finding out what time it was and he was unable to call anybody. Coming to only one conclusion, Ben got up and headed out of the alley way in search of any signs or landmarks that might help him.

 

* * *

 

 

Carl drove into Bellwood on the main road. He was finally returning home after a week and a half away on a business trip. His wife would have been home for a few days already and he was looking forward to seeing her and his son.

Something caught his eye as he drove past a side street that led to the decrepit part of town. He tried to focus on driving but a niggling feeling kept distracting him. With a sigh, he slowed down and did a U-turn, heading back in the direction of the side street. And he was glad he did.

Standing on the side of the road, watching him approach, was Ben. Carl stopped the car directly in front of his son. He flicked a switch on his door and the passenger-side window rolled down.

"Ben? What are you doing out here?" He examined the teen. His hair was messy, well messier than he would normally leave the house with, and his clothes were disheveled.

"Hi dad," Ben smiled, happy to see a familiar face. "To be honest, I'm not really sure."

"Do you need a ride?"

"Thanks," Ben opened the door and climbed in. "Can I ask you something?"

"Anything."

"What day is it?"

Carl looked at him in confusion for a moment before answering, "It's Friday."

"Oh," Ben glanced at the clock on the radio. Four thirty on a Friday afternoon. He thought back to the last thing he remembered; detention. It had been a Wednesday. That meant he had almost two days unaccounted for.

 

* * *

 

 

Sandra once again opened the door to her son's room, hoping that he somehow magically reappeared in the in the few hours since she last checked. She was like a teenager, checking the fridge every half hour hoping some sort of delicious treat would manifest itself before her. And, once again, she was disappointed to find it empty.

She had been home for about three days now and in that time she hadn't seen Ben once. He was probably out on one of those alien-related jobs he's always involved in, but she would be lying if she said she wasn't worried, especially since Gwen and Kevin came by on occasion looking for him. She almost jumped out of her skin when the doorbell rang.

"Ben?" her hopes were shattered when she opened the door to see her niece and her son's ruffian friend.

"Hi, Aunt Sandra," Gwen said almost sadly. "I take it Ben still hasn't shown up?"

"No, judging from the fact that you're here, I'm going to guess you haven't found anything either."

"Sorry. But don't worry, we'll find him."

"Shouldn't you be able to track him by that watch of his? It's been done before."

"We've tried," Kevin replied. "Something's blocking the signal."

"This is ridiculous," Sandra ran her fingers through her hair for the fiftieth time that day. "Where could he have gone?"

All three people looked up as a familiar car pulled up in the driveway. This wasn't anything to be shocked about; Carl was due home that afternoon. No, what really shocked them was the passenger.

"Ben!" Sandra, Gwen and Kevin called out simultaneously as they rushed over to the teen who emerged from the car.

"Where have you been?!" Sandra pulled him into a deep embrace. "I've been so worried!"

"I found him on the edge of town," Carl said as he joined them. "By the looks of things, I'd say it was a good thing I stopped."

Gwen noted that Ben seemed completely normal when compared with when she had last seen him. Even the dark lines that had been under his eyes had faded. When Sandra had released him she stepped forward to hug him herself.

"What happened to you? Where did you go after you ran?" she asked as she held him away from her at arm's length.

"Ran? What are you talking about?" he looked at her with such a baffled look that it had her second guessing if it all hadn't been just a bad dream.

"Don't you remember? You attacked Gwen and then ran off," Kevin said accusingly.

"What?" Ben turned to look at Gwen. "I attacked you? Why? Are you okay?"

 _He really doesn't remember_ , Gwen realised. "I'm fine."

"Come inside," Sandra put a hand on Ben's back and led him into the house. "You look a mess and you must be starving." She looked over her shoulder at her husband. "I'll make you something, too. Do you kids want anything?"

"No thanks, Aunt Sandra," Gwen replied. "Kevin and I have to call Grandpa Max and let him know that Ben's back. We'll come in in a minute."

Sandra nodded as she disappeared behind the door. Carl locked his car and quickly followed suit.

"That was really weird," Kevin said when he and Gwen were alone.

"It seems like he can't remember anything that happened," Gwen replied. "Let's call Grandpa Max." She pulled out her mobile and pressed the appropriate speed dial. It rang a few times before the unmistakable voice of Max Tennyson responded.

"Hello?"

"Hey, Grandpa, it's Gwen. We found Ben."

"What? Where was he? Is he okay?"

"He's fine; Uncle Carl said he found him on the edge of town. But there's something weird..."

"What?"

"He doesn't remember anything that happened. When we asked him what happened he just looked at us like we were crazy."

"Hmm...You two keep an eye on him. I'm a bit busy at the moment, but I'll come visit first thing tomorrow."

Ben was shepherded into the house and forced to sit on the couch while his mom disappeared into the kitchen to make him some food. He hadn't really thought about it until that point, but it quickly occurred to him that he hadn't eaten in about two days. And he was starving.

Carl put his brief case down against the wall and loosened his tie. He noticed Ben watching him and took a seat on the couch also.

"So what's been happening since I've been away? Anything interesting?" Carl asked, trying to put an end to the silence.

Ben thought for a moment, trying to remember if there was anything interesting to tell. His mind settled on the recent Forever Knight activity so he settled for that.

"The Forever Knights were stealing alien tech, but it was more suspicious than what they usually do. They wouldn't tell us what they were planning, but we managed to bring them into custody." Even as he said it, he was questioning it. He knew they had walked into a trap upon reaching the castle that served as the Knights' base, but no matter how hard he tried, he couldn't remember how they had managed to defeat them.

"Those guys are always up to something suspicious," Carl brought him out of his thoughts. "Regardless of their motives, it's probably best that they're locked away."

At that moment, Gwen and Kevin walked in. They eyed Ben nervously as they approached. Carl rose from his spot.

"I'd better go get changed," he said reading the situation. He ruffled Ben's hair and went off to his bedroom.

Gwen and Kevin sat down on either side of Ben. Ben retreated into himself. After hearing that he had attacked Gwen, he felt uncomfortable around his friends, like he would snap and tear them to shreds at any moment.

"What's the last thing you remember?" Gwen asked after a moment's silence.

"Being in detention," Ben replied honestly.

"Why were you in detention?" Kevin had a question this time.

"I was late for school and then I fell asleep in History," he knew he was being interrogated.

"Nothing else?" it was Gwen this time. "Not being with Julie?"

"No," had he been with Julie? The last time he remembered seeing her had been at the movies when their date had been cut short.

Before Gwen or Kevin had the chance to ask anymore, Sandra returned with a large sandwich.

"Here you are, honey," she said, handing the plate to Ben.

"Thanks, mom," Ben gratefully dug in to the food. He had polished the plate clean in a matter of minutes.

"Hey," Gwen began. "Do you want to watch a movie, or something?"

Ben swallowed the mouthful and replied with, "sure. But first I want you to tell me what happened in the last two days."

Kevin and Gwen exchanged glances. They didn't exactly want to tell him, and they would be sure to leave out some details that would just make Ben feel guilty.

"Alright," Kevin sat up straight. "Here's what we know..."


	10. Chapter 10

Ben sat in silence, carefully listening to Kevin and Gwen explain to him what had happened in the time between when he had been in detention and now. The whole time one thought kept returning; had he really done that? As soon as he heard what Julie had told them, he wanted to call her. To make sure she was alright. But he knew that he had to keep listening. To understand what had happened.

Ben had a lot on his mind by the time they were done. It must have shown, for both of the other teens were watching him sympathetically. It felt so surreal; he had no memory of any of it. It was like hearing a story about someone else. He knew he had to say something but no words came to him.

"Does that bring back any memories?" Kevin asked when he saw that Ben was going to remain silent.

Ben's gaze shifted from his friends to the carpet. His eyes settled on the coffee table before them. Something about it seemed off. Then he noticed; it was different. He scanned the rest of the room and noticed one other change that had escaped him earlier. The room was unnaturally dark. A large wooden board was covering the front window.

"…What happened in here?" he asked, ignoring Kevin's question. "This is a new coffee table and why is there a board covering the window?"

Kevin frowned. "I was going to ask you that when we were done with this conversation," he said. "It was like this when I dropped you home the other day; except there was no coffee table at all."

"You don't remember what happened here, either?" Gwen looked concerned.

"…No," Ben leant forward, resting his elbows on his knees.

"When I came back the first time, both the window and the coffee table were smashed."

All three teens looked up to see Sandra standing in the doorway.

"You were sleeping on the couch, but all the blankets were on the floor," she continued. "You also had the light on."

"Why were you sleeping on the couch?" Gwen returned her attention to her cousin.

Ben shut his eyes and tried to remember. Why had he been on the couch? And why had he left the light on? Something nudged at the corner of his mind. He dug a little deeper, trying to grasp whatever it was that responded to the thoughts. A feeling. A bad feeling. Fear of an intensity that could only be compared to his old fear of clowns or the few times he had encountered Ghostfreak.

Ghostfreak. Something within him struck a chord on that name. Whatever had been bothering him had something to do with Ghostfreak; but not Ghostfreak himself. What was it? Ben was starting to get agitated. Why couldn't he remember? Something else; there had to be something else!

He searched the depths of his mind, scouring every corner in search of anything that might help. Something came to him. A memory; perhaps of a conversation. A strange place…the creature called it…what had he called it? He reached out again, this time getting a firmer hold on the memory. A voice called him and his grip loosened.

"Ben?"

_No! I've almost got it!_

"Ben?"

_No!_

"Ben!"

Ben opened his eyes, irritated at whoever it was that had disturbed him. He looked around to see Kevin, Gwen and his mom watching him carefully. The irritation subsided and he took a deep breath.

"Are you okay?" Gwen placed a hand over one of his. Her fingers brushed over his wrist, sending chills up Ben's spine. Something about the contact created a sick feeling in the pit of his stomach; he needed to get away.

"I…I'm fine," he quickly moved away from the contact and stood. "I think I'm going to go lie down for a while. We can watch a movie another time, okay?"

"…Okay," Gwen put her hand back in her lap, concern splashed across her face. "Sleep well," she called after him as he disappeared down the hallway.

"We shouldn't let him be on his own," Kevin commented once Ben was out of ear-shot.

"I know, but if he wants to be alone, then maybe that's best. We can't watch him 24/7!"

"What exactly is going on?" Sandra asked, not unkindly. "Is Ben okay?"

"Don't worry, Aunt Sandra, Ben's fine. It's not him we're worried about. It's what might be controlling him."

Ben flopped down heavily on his bed. He was glad to be alone, away from the constant interrogation. Why couldn't they understand that he didn't remember? He opened his eyes and looked up at the far corners of the ceiling. The room was quiet; unnervingly so. It wasn't like he thought that there should be noises in his room, but something about being there made him uncomfortable.

He found himself not wanting to be alone, but not wanting to be out in the living room with his mom and friends and their constant looks of concern, which Ben wasn't sure were for his health or for their own safety. Personally, he wouldn't blame them for being afraid of him, especially after hearing about what had happened. Yet somehow Ben felt that they had left out something; something important.

He desperately wanted to call Julie, but his phone was still in school custody. He had to remember to get it back on Monday. And he didn't want to use the home phone, at least not until Gwen and Kevin were gone. Going by that, there was only one conclusion; he had to go see her in person.

Ben pressed his ear to the door and listened carefully to see if anyone was coming or close enough to hear him. Confident he was on his own, he set the Ultimatrix and pressed down on the dial.

"Big Chill," he said in Big Chill's raspy voice. Damn his habits! He silently hoped that no-one had heard his little exclamation. Big Chill made himself intangible and flew out through the window, heading towards Julie's house.

 

* * *

 

 

Guards flooded the entrance of the prison as the sirens blared in the background. One of the guards on food rounds had come across a cell containing only a knocked-out guard wearing nothing but his undergarments and chained down by energy-cuffs. This was why guards were taught not to have any interaction with the prisoners; they were crafty and could always find a way to exploit a situation.

Three more guards rushed forwards, but by now they had learnt to be suspicious.

"State your name, position and present your identification!"

The three guards stopped and pulled out their ID cards from under their shirts.

"We are Smith, Jones and Roderick from Central Unit 4, squad 9, sir!" they diligently handed over their ID tags to the other squad's commanding officer. The officer took them and inspected them carefully. He compared the information he had been given and then moved on to the photos. He looked up, to ensure that the people in the photos were the same as those standing before him, only to be met with a painful jolt in the chest. He collapsed to the ground instantly.

The other guards instantly pulled out their stun-guns, ready to defend against the enemy. Prisoners swarmed out, seemingly out of nowhere. The guards were overwhelmed and before long they had all been put out of action.

The guard imposters turned to face their company just as Sir Leonard stepped forwards. "Excellent work, men!" he shouted to make himself heard by all. "Onwards! Before their reinforcements arrive!"

The mass of Forever Knights proceeded, easily taking down any guards they came across, until they had bust their way out through the entrance of the prison. Through sheer number no squad of guards were able to stop them and word was soon spreading of the mass exodus across Plumber communications.

 

* * *

 

 

Frantic knocking on the front door distracted Julie from her studying. Putting her pen in between the pages of her text book, she rose from her seat and headed out through the lounge room to the front door. Another round of knocking made itself heard before she opened the door to see Ben standing on her doorstep.

"Ben!" she exclaimed and wrapped her arms around him.

"Hey, Julie," he said, returning her hug. "I heard about what happened. I wanted to say that I'm sorry, and I hope that I didn't hurt you."

Julie released him and stared at his face in confusion. "You heard? I don't understand."

"…I don't remember anything that happened. Gwen and Kevin filled me in on the details."

"Really? Are you okay?"

"I'm fine, I came to make sure you were!"

"I'm fine. You don't have to worry, you didn't hurt me," she smiled and Ben relaxed a bit. "Do you want to come in?"

"I'd love to, but I should get back before they notice I'm gone; I get the feeling that they don't trust me to be on my own."

"What do you mean? You didn't tell them you were coming here?"

"I kinda…snuck out. After the interrogation I received, I didn't think they would let me and I really wanted to make sure you were okay."

Julie couldn't help it; she had to hug him again. This took Ben by surprise, but it was a good surprise, and he happily returned the gesture until Julie once again pushed away.

"Thank you, but I think you should head back. They'll be worried."

"Okay, I'll go. I'm sorry, Julie."

"It's really okay. Now go!" she couldn't help grinning to herself as Ben turned and walked back down the path before turning into Big Chill and surging into the sky.

Big Chill soared through the night air and looked up at the moon above. It was a beautiful sight; almost full and spilling its white light onto the world. He turned his attention to the ground below, seeing which places he recognized.

"This is a red alert! Forever Knight prisoners have escaped from the Plumber's Earth prison base! I repeat, we have a mass breakout!" a voice erupted in a panic from the Ultimatrix on Big Chill's chest.

"A breakout, eh? That doesn't sound good." Big Chill redirected himself until he was heading towards the base mentioned. He wasn't about to let the Forever Knights escape, not when they had some kind of master plan.

 

* * *

 

 

Gwen, Kevin and Max looked up in surprise and relief as Big Chill landed lightly in front of them. A green glow encased him, leaving Ben standing in his place.

"Ben! Where have you been?!" Gwen raged. She hadn't known what to think when they discovered his room empty.

"Ah, sorry," Ben held his hands up defensively. "I went to see Julie."

"It's good to see you, Ben," Max interrupted, "but let's saving the chatting 'til later; we've got a job to do."

"Thank goodness you've come!" a rather tired looking guard raced up to meet them. "My name is Frederick and I am here to report the situation to you."

"We were informed through the badges that the Forever Knights escaped. What more do we need to know?" Kevin replied.

"Many are in disguise as prison guards and are armed with stun-guns. However, by now they probably have other forms of weaponry.

"Do you know which way they're headed?" Max asked.

"Unfortunately no, any guards who were around at the time were out cold."

"Do you have anything that belonged to them? A personal item, even a can of drink would do," Gwen spoke up.

"Please follow me," Frederick led them through the prison base to an empty cell. "This was the cell their leader was in. I'm afraid it's the best I can offer you."

Gwen stepped forward and picked up a half-eaten bowl of gruel from a small metal table welded to the wall. Her eyes and the bowl began glowing in a pink aura as she tried to track the Forever Knight. Her eyes returned to normal after a few painstaking seconds and she put the bowl back down.

"I've got a connection," she said, hurrying out of the cell. "Let's go!"

 

* * *

 

 

Much to everyone's surprise, the trail led them to the Forever Knight castle that served as their base.

"Why would they go back to such an obvious place?" Ben asked as he got out from Kevin's car.

"They're inside," Gwen announced. "We'd better be on high alert; they'll probably be expecting us like last time."

Max had armed himself with some kind of high-powered laser gun that Ben couldn't identify, Gwen had gathered her mana, and Kevin had absorbed the matter of his Challenger. Ben held up his left wrist and activated the Ultimatrix. He twisted the dial and, selecting an alien, slapped it down.

"Rath!" he exclaimed as he transformed into the tiger-like alien.

"Alright, are we going for a stealthy entry or just busting in?" Kevin cracked his knuckles.

"If they already know we're here, I don't see a point in trying to sneak in," Max replied.

"Just what I wanted to hear," Kevin ran forwards, heading towards the drawbridge that Gwen was slowly lowering. He was quickly followed by Rath, whose aggressive nature was itching for a fight.

As they had said, the Knights were ready for them. And, in answer to Ben's earlier question, they had returned for the mass of weapons and alien technology they had previously acquired and were ready to put it to good use; starting with the small Plumber team that had infiltrated their base.

However, the small Plumber team had learnt from their previous confrontation and stuck close together near the entrance, where they could retreat if necessary.

Rath was quick to get into the action, slashing and swinging at any Knights within his reach. He and Kevin were almost in competition with each other, to see who could take out the most.

"We should find their leader," Gwen called above the fray. "If we take them out, the rest of them will lose their formation!"

"Oh my, little Gwendolyn," a Forever Knight in highly polished armour stepped forward. "You don't need to find me; after all, it wouldn't feel quite like success without the destruction of my enemies."

They all took a look at the new comer when the opportunity arose. He raised a hand and the Forever Knights that had been swamping them fell back into formation behind him. He drew his weapon; this time not a sword but some sort of blaster.

"Once I get rid of you, I can move on to bigger and more important things," he said smugly.

Gwen created a shield around them just as a shot was blasted. The impact shattered the mana like it was little more than thin glass. Gwen flew backwards, but was caught by Kevin.

Max fired his own weapon, but each shot was easily reflected by the Knight's armour. Kevin rushed forward, fist drawn back, ready to strike. The Knight anticipated his move, caught him mid-blow and flung him aside like a ragdoll.

"Pathetic," he muttered. "How about you, Ben Tennyson? Can you do any better?"

Rath lunged at the enemy standing smugly before him with all the confidence in the world. He struck out at a gap in the armour that allowed movement of limbs but was easily blasted aside by the gun. Rath was sent flying back where he crashed into a stone wall, sending some of the stones tumbling to the ground.

Rath pushed himself to his feet and glared at his enemy. "Let me tell you something, smug leader of the Forever Knights! Nobody blasts Rath and gets away with it!"

The Knight laughed heartily as if he had just heard the joke of a lifetime. "Please," he regained his composure. "Call me Sir Leonard."

Rath lunged forwards once again, this time blindly striking at whatever part of the Knight he could hit. Sir Leonard reached out a gloved hand and grabbed Rath's arm with ease. He twisted the Appoplexian until its back was facing him and wrenched its arm as painfully as he could. Rath cried out at the pain and tried to throw off the Knight but to no avail; the grip only tightened the more he struggled, but that didn't stop him trying.

"Ben!" Gwen sent an orb of mana flying at the Knight's head. The Knight paid the attack no heed, letting the blast hit him head on.

Kevin pulled himself up and tried to get a hit in, but the Knight pushed him aside with his free hand like one might swat a fly buzzing around one's face.

Max was their last resort, but his weapon had already been proved useless in the face of such an enemy.

"I'm not going to make this quick, Tennyson," Sir Leonard practically spat. "I'm going to enjoy destroying you!"

The air suddenly became frigid as Rath's eyes changed from their bright green colour to a deathly white.

"I'm afraid I can't let you do that," Rath said in a voice that was both his and someone else's. Rath easily punched out with his restrained arm, throwing Sir Leonard off and sending him across the courtyard where he dug his heels into the stone ground to slow himself. His blaster clattered on the stone some 200 metres away. The Forever Knights who had been watching up to this point held up their weapons and aimed them directly at the threat Rath had become.

Gwen, Kevin and Max stood rigid, watching the change that had come over Ben.

"I was going to let you live, seeing that your goal is not dissimilar to mine," Rath was completely expressionless as he spoke. "However, I cannot have you harming this body. That would be...inconvenient."

"Stand down!" Sir Leonard ordered. The Forever Knights quickly lowered their weapons. "You might just be worthy of a duel with me, Ben Tennyson."

Rath laughed; a laugh that sent shivers down his comrades' spines. "It would seem you have underestimated me, _Knight_."

Sir Leonard growled and, drawing the sword from his belt, charged at Rath, a roar escaping from his lips. Rath met his blow and easily sliced through the metal with the claw on his right hand.

Ben could only watch as his body moved on its own, easily overpowering the leader of the Forever Knights. Somehow he felt this detachment from his body familiar, like it wasn't the first time it had happened. He struggled to regain some form of control. Something in him told him that if he left things as they were, once he was done with Sir Leonard, he would turn on his friends.

Ben gathered as much strength as he could and focused on moving his left arm. He felt a slight movement. He was doing it! Then all at once, he felt an unknown force bombarding him and his focus faltered.

_::I wouldn't do that if I were you::_

A voice emanated throughout Ben's head. It was a cold and raspy tone that gave him chills. Again he found it strangely familiar.

"Who's there?" he asked. "Where are you?"

_::Oh, Ben, have you already forgotten? I thought we were quite close::_

"Are you the one who's controlling my body?"

_::Yes; I figured that if I left things as they were I would lose this vessel. We can't have that, can we?::_

"You have to stop! Give me back control!"

_::Now why would I want to do that?::_

"Then tell me this: why are you in my body?"

_::...I guess you could say I need it for...protection::_

"Protection from what?"

_::A number of things; nothing you need concern yourself with::_

"I think you're hiding. Why else would you not have revealed yourself to me already?" Ben stopped when he heard the voice laugh dryly. Perhaps it knew something he did not. "Look, there are three Plumbers watching, four including myself. If you really are hiding, I'm sure you'd want to keep yourself hidden from them, right? Give me back control and I won't tell them you're here. At least until I find out what it is you're after."

There was a pause as the voice thought the proposition over.

_::How can I trust that you won't betray me?::_

"I'm sure you can easily take over again, right? What do you have to worry about?"

_::...Very well::_

Gwen watched in fear and confusion as Rath suddenly stopped moving mid-strike. His arms dropped to his sides and he began to sway slightly. Sir Leonard, seeing this, seized the opportunity and made to strike him down. Thinking fast, Gwen put up a shield around her cousin. The blast from Sir Leonard's weapon easily shattered the mana shield.

"Kevin! Get Ben!" she ordered as she put up another shield. Rath was suddenly coated in a glow of green before turning back to his human form and collapsing to the ground.

"On it!" Kevin raced forward.

Sir Leonard's attention was solely on Ben and the pink mana that protected him. It seemed that each time he destroyed it, it would be instantly replaced.

Gwen dropped the shield just long enough for Kevin to lift Ben's limp form off the ground. Then, summoning as much mana as she could, she began the spell that would save them all; temporarily at least.

A pink vortex filled the courtyard, sucking in Max, Kevin and Ben, with Gwen levitating in the centre. And in a flash they were gone; teleported far away from the castle and the Forever Knights.


	11. Chapter 11

Kevin struggled to hold on to Ben as the pink mana vortex sucked them in. Although he couldn’t see more than a few metres ahead, he knew Gwen was the cause of it; she was teleporting them. He silently cried out to his beloved car, knowing full well it would be left behind.

The vortex suddenly faltered and the small Plumber team landed heavily on the concrete floor. Abandoning his charge, Kevin sprung up and raced over to Gwen.

"Are you okay?" he asked as he helped her into a sitting position.

"Yeah," Gwen placed a hand on her throbbing forehead. "Just tired. That spell really takes a lot out of me."

"That's why you shouldn't use it!"

"It got us out of there; we would all be dead if I didn't!" she turned her attention to the limp form of Ben lying a few metres away. "Is he okay?"

Max staggered to his feet and stumbled over to his grandson. He bent down and lifted the unconscious boy. "I think he's okay, he's just unconscious."

Kevin helped Gwen to her feet and looked around the room. There was a small faded red couch pushed against the far wall and a few unidentifiable pieces of machinery lay scattered about. "You really like Los Soledad, huh?"

"No," Gwen hobbled over to the couch and eased herself down. "It just makes for a good place to go; there's nobody around to see us."

Max carried Ben over to the couch and placed him gently down beside Gwen. "Is that what happened last time?" he asked.

"It's similar. Same kind of reaction; one minute it looks like he's being destroyed and the next he's like a completely different person," Kevin replied.

"We'll ask him what he remembers when he wakes up."

As if in response to Max's words, Ben's eyelids fluttered open and a groan escaped lips. Everyone was on guard, in case it wasn't Ben they were dealing with.

"Ben?" Gwen shuffled back a bit, watching her cousin carefully.

"Ah," Ben raised his hands to his head. "I feel like I've been hit by a truck."

Ben gazed around the room and he noticed Max, Kevin and Gwen watching him with apprehension. "What?"

"…How much do you remember?" Max asked hesitantly.

Ben shut his eyes and thought back. He remembered being overwhelmed by Sir Leonard as Rath. He remembered the feeling of detachment as something else took control of his body. And he remembered the promise he had made.

"Everything," he replied honestly.

"Really?" Kevin asked incredulously. "Then do you mind explaining what happened back there?"

"What do you mean?"

"What I mean is for a moment there we thought you were going to be snapped in two and then all of a sudden you were creaming that guy!"

"Is it really that hard to believe that it was me the whole time?" Ben didn't want to lie to them, not to mention they would know if he did, so he chose his responses carefully. He would make sure to keep his promise.

"A little," Gwen shrugged.

Ben frowned. He knew he was going to have a hard time convincing them. "So what are we going to do now?" he changed the subject. "I mean, we failed to stop the Forever Knights and who knows what they're planning?"

"Ben's right," Max agreed. "We need to come up with a plan."

"We should start by getting back our cars before the Forever Knights strip them clean," Kevin thought about his car in the hands of those madmen and suppressed a shudder.

"Good idea, but Los Soledad isn't exactly within walking distance of the Forever Knights' base," Gwen pointed out. "And I'm not up to another teleportation spell."

"Well that's easy," Ben said. "I'll just go Jetray and bring back my car and we can drive."

"NO!" they all exclaimed simultaneously. Ben quickly put up his hands defensively.

"Why not? It won't take long, and we need to move before it's too late."

"It's probably not a good idea to go by yourself," Gwen said.

"I can't fly if I have to carry one of you!"

"Then we'll find another option."

Ben knew what the problem was. They didn't believe him about the incident with the Forever Knights and they were worried that if he went by himself something similar would happen. At least, he thought that was the problem. "Look," he got to his feet and his headache quickly escalated. He covered the pain with a forced monotone expression. "I'll be back in no time at all!"

"I really don't think–" Gwen was quickly cut off by a flash of green as Ben transformed into Jetray.

"I'll be right back!" and with that, he flew off and out into the night.

 

* * *

 

 

It was only a matter of minutes before Ben's house loomed into view on the horizon. Despite the darkness, Jetray found that he could make it out clear enough. He scanned the driveway and stopped, frowning, when he saw that his car wasn't there. Where had he left it? Chances were that piece of information was part of the massive holes that had made themselves known of late.

Jetray remained motionless, hovering in the air above the houses of Bellwood, thinking. He thought back to the information Gwen and Kevin had given him earlier that day; he had been in detention, then he and Julie had gone to get smoothies, then he had been found by Gwen and Kevin…The smoothies! Gwen had said that Julie had seen him turn into Jetray and fly off. Maybe his car was still there.

Jetray repositioned himself and flew off in the direction of the Mr. Smoothy he most frequently visited. Even before he arrived he could see the familiar black sports car parked in the empty car park. Jetray came in to land beside the car and reverted back to being Ben. He silently hoped he had his keys with him as he dug through the pocket of his jeans.

With a sigh of relief, Ben unlocked his car and climbed in. In a moment he had started the engine and was moving off, back to Los Soledad where he would be greeted by three very grumpy people.

 

* * *

 

 

Gwen sighed for the umpteenth time since Ben had flown off. She wasn't the only one who was feeling irritated; Kevin was pacing back and forth while Max was fiddling with the gun he had been holding when they had been teleported.

"He shouldn't have gone alone," she said again.

"We know," Kevin stopped pacing and looked at her. "You keep telling us."

"What if that _thing_ possesses him while he's gone? How would we know? We can’t even get to him!"

"There's no point worrying about it now," Max put down his gun. "Let's just have a little faith and wait. I'm sure he'll be fine."

Gwen fell into a stubborn silence. She knew her grandpa was right, but she didn't like it.

Kevin pulled out his Plumber's badge and a small holographic screen popped up. A small red dot flashed as it moved across the map. "I've traced the Ultimatrix, that way we can see where he is. If he goes off course, we'll know something's up." He passed the badge over to Gwen and Max sat down beside her.

They watched in silence as the red dot darted across the map with alarming speed. Gwen gathered that Ben was already nearing his house. Then all of a sudden the dot stopped. It remained still for a moment. Gwen would have thought him to have landed and be getting into his car but the map indicated his house was still a good 500 metres away. They all flinched when the dot started moving again in the same fast pace, this time in a completely different direction.

"Where's he going?" Gwen asked, leaning in slightly.

"I don't know, but that's not the way back here or to his house," Kevin pointed out.

"Do you think…?"

"I'll give him a call," Max pulled out his phone and dialled Ben's number. There was a short pause. "Ben? Where are you?" Another pause, longer this time. "No, that's not it…we were just worried, Ben…See you soon." He hung up the phone and turned to the two teens watching him anxiously. "He says his car wasn't at home so he headed to Mr Smoothy's to see if he had left it there from his date with Julie. He knows we were tracking him."

Kevin groaned. They weren't doing much in the way of being good friends. It felt bad doubting Ben's actions; whether he would suddenly change and attack them. And now Ben knew they were doubting him. Nothing good would come from that. He promised himself to be more trusting. Maybe that way Ben would be more likely to open up if something was bothering him. And then he remembered.

"Hey," all eyes turned to Kevin. "A while back Ben came to me and tried to tell me something. It was something about dreams…I wasn't really listening." _But now I wish I had_ , he added mentally. "When I told him to get a nightlight, he actually _agreed_ with me, said it might work…"

Gwen perked up at the sudden announcement. "Do you think it had something to do with the Arkhirathi? The file said it's weak against light; maybe Ben figured it out."

"It's possible. When we get back the Rust Bucket I'll show him the file," Max said. "He might recognise the photo."

The trio all jumped to their feet as the familiar sound of Ben's car made its way to their ears. They quickly hurried outside to find Ben watching them from his seat in the car. His face was expressionless but they all knew what he was thinking. He waited patiently for them to get in, Max in the front and Gwen and Kevin in the back, before turning the car around and going back the way he had come; towards the hole in the wall that marked the barrier of the abandoned town.

 

* * *

 

 

They drove in silence most of the way, no one wanted to say anything. They knew there was nothing they could say to ease the tension that had settled over them. When they were within a kilometre from the Forever Knights' base, Ben pulled over and cut the engine.

"It's safer if we walk from here. We might be able to get in and out without being spotted…or heard," he said as he undid he seatbelt and got out. The others weren't far behind him.

The walk to the base was as uneventful as the drive. However, unlike the smooth drive, the walk took them through thick forest (they didn't want to walk on the open road) but it served well as a cover. It wasn't long before they could see the two vehicles in a clearing between the trees.

"Alright," Gwen squatted down by the base of a tree just hidden from the base's view. "We need to keep this low key; sneak in, grab the cars and sneak out."

"How can we sneak?" Kevin asked in a equally hushed tone. "As soon as we start the engines they're going to know we're here."

"So far it doesn't look like we've been spotted and they either haven't noticed the cars or decided not to strip them. By the time we get the engines going, they won't have time to stop us."

"Okay; Gwen and I will act as cover in case they see us before we're ready," Ben said.

The four slowly edged out from the forest, Kevin and Max heading for their respective vehicles and Ben and Gwen watching the castle carefully for any Forever Knight movement. It was easy; too easy. Ben was suspicious. For all their security he was sure they should have noticed something by now. So he wasn't in the least bit surprised by the reaction they received just moments later.

Kevin and Max were in their vehicles, ready to start their engines. Gwen had begun making her way over to Kevin's Challenger where she got into the front passenger's seat. The two of them looked at Ben expectantly, waiting for him to do the same.

Ben couldn't help but listen to the niggling feeling worming around in his gut. Something told him that the moment the keys turned in the ignition the Knights would be on them like bees to honey. Moving on instinct, he reached for the Ultimatrix and pressed down on the dial. He resisted the urge to call out 'Goop' as his body dissolved into the toxic green slime alien.

Gwen, Kevin and Max stared at him in outrage and confusion as Ben turned away from them and stared up at the open turrets. He held out a hand and signaled to them to start the engines. The two cars roared to life in freakish unison, shattering the silence.

Almost instantly Knights appeared on the turrets and started firing. Max and Kevin slammed down on the accelerator and the cars skidded forwards. Despite Gwen's protests at leaving with Ben still outside, Kevin didn't stop. He did, however, look back long enough to see Goop's body stretch as he tried to cover their getaway, taking every shot that rained down from above.


	12. Chapter 12

Kevin was still speeding down the road from the castle that served as the Forever Knights' base when Ben's DX Mark 10 came into view. He eased off the accelerator a little, unsure if he should stop or keep going.

"What are you doing?! We have to go back for Ben!" Gwen protested.

"Ben will be fine; he can take care of himself!" Kevin glanced in his rear-view mirror to see the Rust Bucket come to a halt beside the black sports car. That was enough motivation for him; he did a handbrake turn and stopped. "We'll wait here for a bit, but if Tennyson doesn't show up soon we'll have to leave without him; can't risk the Knights coming after us."

Gwen frowned and turned to the forest, searching for any signs of her cousin. She sat up straight in her chair as she spotted a toxic green blob speeding towards them. "Ben!" she called out, despite knowing that he wouldn't be able to hear her.

Goop quickly reverted to being Ben and he hurriedly opened his car door. Kevin saw what Gwen had seen before him and started off again in the same hurried pace. Max and the Rust Bucket waited for Ben to move off before taking in the rear; it was the slowest and most suited to combat should the need arrive.

They drove non-stop, back to the caravan park where Max lived most of the time. They had agreed that it was time to take some action with Ben, start by showing him the Arkhirathi's file and seeing how he reacted to it. Maybe he would be more willing to talk about anything that might be _bothering_ him.

 

* * *

 

 

Max brought the Rust Bucket up into its usual spot and the two sports cars stopped beside it. He headed into the cabin part of the RV and opened the door for the teens.

"Come on in, guys," he said invitingly as the others filed out of their vehicles.

They all sat around the table, with Max standing at the end. He opened a drawer and pulled out a thin file and placed it on the table.

"You were asleep when I first discussed this with Gwen and Kevin," Max turned to look at Ben. "This is the file of an escaped prisoner from Galactica. It's a Plumber prison ship and has one of the best security systems in the galaxy." He opened the file and rotated it so Ben could get a good look. "Tell me, Ben, does this alien look familiar to you?"

All eyes were on Ben as he leaned forward in his seat and took in the photo. The creature struck something within Ben; something unpleasant. He could feel the fear welling up inside him and he struggled not to show the chills that were beginning to overwhelm him. Why did it look so familiar? Why did he feel such fear towards it? Why couldn't he remember?

He knew they were waiting for some kind of response; it was a miracle that the emotional storm inside him hadn't made its way to his face. Something told him that if he said what he was feeling, he would be betraying the voice; breaking his promise. A though crossed his mind. _That voice…does it belong to this thing? Is that what's inside me?_

Ben chose his words carefully, making sure not to lie, but to not tell the truth, either. "…I don't remember seeing anything like it."

The others relaxed visibly, making the tension that had been hanging over them quite clear.

"Are you sure?" Gwen asked doubtingly. She had seen – experienced – first hand that something was wrong with Ben. But if he hadn't seen the Arkhirathi before, did that mean it wasn't possessing him? Or maybe it was but Ben wasn't aware.

Ben met her gaze with his own. From that look Gwen could tell that he was feeling…uneasy? She couldn't quite put her finger on it. Maybe the whole situation was just too uncomfortable.

"As I said, I don't remember seeing this alien."

"Okay then," Max rubbed the back of his head. He had another idea he could try, but he knew it would make the situation worse, as well as alerting Ben to their suspicions.

"Why are you asking me this? I would understand if it was just a passing thought, but this feels more like an interrogation," Ben crossed his arms as he sat back in his seat. "Are you hiding something?"

"I have been asked to help a small team of guards from Galactica track down and recapture this criminal," Max said, thinking fast. "I figured you tend to have a lot of contact with aliens, so maybe you would have seen or heard anything."

Ben was grateful that they hadn’t actually asked him if he'd heard anything. There was no way he could stretch the truth about that. And he knew they wouldn't react well if he came out and said 'well, now that you mention it, I have some kind of crazy voice in my head that can take control. I think it might be this Arkhirathi thing!', not to mention it would be breaking his promise. He had to stay silent until he figured out what the creature wanted. He had promised to keep the Arkhirathi hidden, but he had also said that it was only until he found out what its intentions were.

"So why did it come here? To Earth, I mean," Ben asked.

"We're not exactly sure," Max replied. "It seems to have been able to hack into the Plumber's main database but whatever information it got is unknown to us."

 _So it wants something from the Plumbers…but what?_ Something nudged at the corner of Ben's mind. It was still vague to him but he could feel the emotions flowing out of it; fear. A fear so intense that he thought he would die. A fear not dissimilar to what he felt when he looked at the photo.

"I'm kinda tired, so I'm going to head home," Ben stood, knowing his sudden actions were suspicious. However, no one stopped him; they only stared in silence as he exited the RV and started his car.

 

***

"Ben? Is that you?" Sandra called from the kitchen when she heard the front door open and close.

"Yeah, it's me," Ben replied as he walked into the lounge room towards the hallway. Sandra ducked her head around the corner of the kitchen door.

"You wouldn't happen to know why we're out of coffee, would you? I swear it was full when I left."

"I guess I must have drunken it," Ben shrugged. There was that niggling feeling again, and the fear that was so overwhelming. He knew he had to hurry to his room where he could let it show on his face without worrying his parents.

"But you don't like coffee…why would you drink it?"

"I'm not sure, mom," Ben turned away from his mother and headed down the hall. "I'll go buy some more tomorrow. I'm tired, so I'm going to bed."

"Oh, alright. Good night!" Sandra called back. She was still confused about the coffee. Why would Ben drink it?

Ben threw himself on his bed, his face finally contorting, reflecting the fear that he was feeling. His body began shaking slightly to match. He felt powerless as images flooded through his mind. Transforming into Big Chill. Being thrown onto the coffee table, smashing it to pieces. Being blasted by some sort of energy beam. Through each image was the figure, the Arkhirathi, that he had seen in the photo. This was a memory. He shut his eyes as tightly as he could and gripped the covers until his nails dug into the palms of his hands.

" _Who are you? What do you want?"_

_"Does it matter?" the voice snapped. "Does anyone actually care? Will anyone actually listen to what I have to say?"_

_He was back in his human form; his vulnerable, powerless human form. But he ignored this, focusing entirely on the being before him. "I will listen! So I ask again: what do you want?"_

_A single word. A single word was all it took to make him shudder in uncontrollable turmoil._

_"…Revenge."_

The images faded, leaving Ben lying in a heap on his bed where he slowly drifted into an uneasy sleep.

 

* * *

 

 

Gwen, Kevin and Max still sat around the small table in the Rust Bucket. Although they didn't speak, they were all thinking similar thoughts.

"I have an idea that we could try to find out if there is actually anything possessing Ben," Max said, breaking the heavy silence.

Gwen and Kevin didn't respond, only looking up at the older man.

"Gwen, you could use your powers to see if you can sense another being inside him. However, if we do this, Ben will know full well of our suspicions and that could be dangerous."

"What happens if we actually find something?" Kevin asked. "It's not like it's going to happily leave; it's going to fight."

"I could do it," Gwen added. "If he's sleeping at the time, then there's all possibility that he won’t find out. But Kevin's right; if there is actually something there, what will we do?"

"I guess we'll just have to restrain him until we can find a way to get it out," Max didn't like the idea but it was all he had.

"I don't like it," Gwen put words to his thoughts. "B–"

Whatever she had been about to say was cut short as a distress call erupted from their badges.

"Calling all available Plumbers! We're under attack. Intruder has been identified as the fugitive Arkhirathi!" the message cut out.

"Let's get going!" Max hurried to the front of the Rust Bucket and started the engine. He picked up a small radio transmitter and began talking into it. "Hello, this is Magister Tennyson. The Arkhirathi has been spotted in a Plumber base, I'll send you the coordinates and meet you there."

"Yes sir," the voice replied. Max identified it as Grem. "We're on our way!"

 

***

The base that had been under attack reminded Gwen of the previous base they had been to. The doors were blasted open and Plumbers lay scattered about in all directions. She bent down, cradling the head of one who was still awake.

"We're here to help you," she said, trying to keep her voice steady. "Can you tell me what happened? Where the Arkhirathi is going?"

"…Came out of nowhere. There was a loud bang…doors forced open…we couldn't react!" the man coughed several times. "…I think it was heading…towards the main…control room…"

"Thank you," she placed his head back down and led Max and Kevin further into the base. They followed the main hallway, ignoring the doors off to the side despite the evidence of attack they displayed. The structure of this base was very different to that of the previous base, but Gwen found that if she followed the trail of destruction she would eventually arrive at the main control room.

And she did. The first thing she noticed were the aliens in the room. They were the guards from Galactica. Grem, the commander, made a hand signal to let them know that he had heard them come in but his face never left the creature standing before them.

It was tall, taller than any human, and its body was a charcoal grey colour. It had black markings along its body and its eyes glowed a deathly white. It was the Arkhirathi.

The Arkhirathi looked up at the newcomers without a hint of apprehension. It almost seemed pleased that more victims had made their way to it.

Gwen heard her grandpa lift some kind of weapon that he had brought with him. In a single fluid movement, he fired a beam of blinding light straight at the alien. The Arkhirathi laughed despicably as the beam hit it dead-on without having any kind of effect.

"What? How?!" Max muttered.

"I-I don't understand!" Hinra flinched and took a step backwards. "The file said that light was the Arkhirathi's greatest weakness!"

The Arkhirathi stopped laughing and looked squarely at the terrified Uxorite. It seemed to smile. "Aw, are you scared of me?" it asked in a mocking tone.

Hinra moved to take another step but Grem held her in place. "We are not scared of you!" he said confidently. "You are just another alien; another prisoner who needs to be recaptured and returned to Galactica."

The smile faded and Gwen was sure that the creature was now frowning, anger etched into its very being. It seemed about to say something but quickly stopped and composed itself. "You should be scared," it said almost happily. Then all at once it began fading away until it was no longer visible.

Hinra cried out and darted her eyes around nervously. Grem tightened his grip on her arm. He knew she was scared, the poor Uxorite really didn't have the nerves to deal with prisoners, but her technological abilities were impeccable. Petra's tail twitched slightly but he held his position as he scanned the room. Silyon and Takren did the same. They knew what they were dealing with. They needed to locate the ghost-like being quickly or they would all be doomed.

Gwen allowed the mana to flow through her. Her eyes glowed pink as she scanned the room, seeing things that the others could not. In a second she had located the Arkhirathi; it was still standing in the same spot. She flung her arms forward and sent a bubble of mana around it to entrap it.

"You'll have to do better than that," it said dryly, easily escaping its containment with its intangible abilities.

Gwen was about to search again, but something lifted her into the air and flung her aside. She hid the metal wall with a thud and fell to the floor.

"Gwen!" Kevin and Max called out simultaneously. Kevin made a move to head over to her but stood rigid as the Arkhirathi returned to visibility and stared at them with cold, heartless eyes.

"You'll pay for that," Kevin said through clenched teeth as he absorbed the matter of the floor. He lunged towards the alien but it easily made itself intangible and Kevin charged straight through it.

"My, my, we aren't very polite, are we?" as the Arkhirathi spoke, the air around them grew cold. The breath of all the beings in the room turned to small white clouds. It held its hands out towards the group of Plumbers watching it. They all had expressions of fear and hatred. The expressions of fear and the way they tried to bring it to submission were similar to that other creature it had encountered. It found itself asking why, then, if they were so similar, were they so different?

The matter was just another reason; just another excuse to continue with its plan. It released the energy it had been storing, sending a blast catapulting towards the small group that dared to defy it. A pink bubble quickly came to life around them and smashed just as quickly as it took the full force of the blast.

The Arkhirathi frowned as it looked over to the girl who was slowly rising to her feet. It could tell she was weak, a single attack would make her a problem of the past. It raised a single hand; that would be all it would take. It started to gather the energy required.

Gwen stared in fear at the enemy as it slowly raised its hand in her direction. She had never felt so afraid of anything than she had right at that moment. She knew she barely had the strength to create another shield, somehow her energy was being drained much faster than usual. Even if she could gather up enough mana to defend herself, the attack would easily shatter it and that would be the end of it. There was nothing they could do against such a creature; not when the only weakness they knew of had proven itself not to be a weakness at all.

Gwen shut her eyes, preparing for the worst. After a few moments of nothing, she opened them again to see that the Arkhirathi had lowered its hand and was simply staring at her. Why hadn't it attacked? It was the perfect opportunity!

"What an unexpected development," it said to itself. "I have no further business with you… _yet_ ," the Arkhirathi announced to the small group as it began to fade. " _Take care_."

And then it was gone. Gwen knew without a search that the Arkhirathi was no longer there; it had escaped. But she knew that this would not be their last encounter.


	13. Chapter 13

Morning; the time where night turns to day. Sometimes you just want to roll over and pull the blankets tighter in an attempt to rid yourself of the concerns and problems of your life. But you know, even if you shut your eyes and plug your ears, you can't escape your own mind. No matter how hard you try.

It was this reason that Gwen used to convince herself to get out of bed. There was no point just lying about; nothing would get done if she didn't do it. Even as she tried to repress them, the memories of the previous night returned to her.

They had faced the Arkhirathi; the appearance and fear of which had followed her even into her dreams. The one thing they thought could be used against it had failed. It had somehow managed to make itself invulnerable to light. And what did its appearance mean? To see it in flesh and blood (although she wasn't sure it had flesh and blood) was unnerving. If it wasn't possessing Ben, what was wrong with him? She decided she would use her mana to detect if there was another entity inside her cousin. But she knew she would have to be careful to do it discretely.

With a sigh, Gwen began preparing herself for the day.

 

* * *

 

 

Like Gwen, Ben was struggling to get himself out of bed; but for a different reason. He was tired; so tired. He felt like he would fall asleep before he was even completely upright. But he knew that he couldn't stay there all day. His parents would come in eventually and make a huge fuss; asking if he was feeling well, taking his temperature…all that overly-protective parent stuff. Ben often wondered why they were okay with him fighting aliens but it was the end of the world if he caught a cold. And it wasn't just his parents; he had to meet up with Gwen and Kevin. They would be wondering what was up with him. He had left really suddenly the previous night and he knew they would want to formulate some kind of plan to deal with both the Forever Knights and the criminal he now knew was living inside him.

Ben huffed as he continued to give himself reasons not to stay in bed. The decider, however, was the unruly rumble that escaped from his stomach, alerting him to a ravenous hunger. Why he was so hungry he would never know, but hungry he was, so he sat up and let the cold morning air awaken his senses.

"Ben, you're up?!" Carl gaped at his son as he emerged from the hallway.

"Uh…yeah. I figured there wasn't much point in sleeping in," Ben shuffled into the kitchen, passing where Carl was seated at the dining table with a mug of tea and a newspaper.

"Sleeping in?" Carl put down his paper and watched as Ben grabbed a bowl out of the cupboard. "I was about to come and make sure you were alright; it's three o'clock!"

Ben looked up in shock. Three o'clock?! If he had slept for so long, why was he still so tired? Not believing what he was hearing, he turned and looked at the clock on the wall. Sure enough, it clearly displayed that his father had spoken the truth.

"Your mom said you looked tired when you came home last night; I guess she wasn't exaggerating."

"…I guess not," Ben continued making himself breakfast. No sense starting the day without a bowl of the most unhealthy cereal he could find. He took the bowl back with him to his room, grabbing the cordless home phone on the way.

Typing in Gwen's number, Ben held the phone to his ear and sat down on his bed, eating his oh so healthy cereal.

"Hey, Ben," Gwen answered. She sounded tired, too. Though Ben couldn't figure out why.

"Hey," Ben said between mouthfuls. "Sorry that it's so late, but I figured you and Kevin would want to find a way to deal with the Forever Knights before they become too much of a problem; we don't even know what they're after."

 

* * *

 

 

"The time has come!"

The Knights stood straight and silent while their king addressed them.

"We have been waiting a long time for this," Sir Leonard continued. "And there has been no better time to strike than now! Last night's display of power was only a mere demonstration of what we are capable of! Not even Ben Tennyson can stop us now!"

The crowd of Knights cheered as Sir Leonard prepared them for the battle yet to come.

"Tonight!"

The cheers died down.

"Tonight we make our first move! And let all those traitorous beings who stand in our way be crushed by our might! We are Forever Knights! And we will not be stopped!"

Again the crowd cheered, louder than they had before. Their quest had continued throughout countless generations. Each time they had been thwarted, but no longer! They now possessed the necessary equipment to take action. And action they would take.

 

* * *

 

 

"So what do we know about the Forever Knights?" Gwen looked at Ben and Kevin in turn as they sat around a table at Burger Shack. They had decided to start with the basics, working their way up. Maybe the way to find out what the Knights were up to and how to stop them was already known to them and they just hadn't realized it.

"Let's see," Kevin took a small handful of chili fries. "They like to collect alien tech."

"And they usually want to take over the world or destroy aliens or something along those lines," Ben added, swallowing yet another mouthful of the fries.

"Do you really think it could be something as simple as that?" Gwen sipped her soda. "I mean, I know those are usually their goals, but don't you think it's a little bit cliché?"

"I don't think they really care about that," Kevin replied. "Besides, if they want to do something predictable, that just makes it easier for us."

"Should we do a stakeout?" Ben asked.

"I don't know; it's risky," Gwen put down her cup. "If we get caught we'll be repeating what happened last time."

"Then we'll have to make sure not to get caught," Kevin countered.

"Alright then," Ben yawned as he stood.

"Wait, Ben," Gwen called out. Ben and Kevin turned their attention to her. She opened her mouth to say something but Kevin kicked her lightly under the table. She firmly shut her mouth and shook her head. "Never mind. We'll see you later."

Ben nodded, an eyebrow raised, and left the restaurant. As soon as he was gone, Gwen frowned at Kevin. "Did you really have to kick me?"

"You were the one that said we had to find out without letting him think we're suspicious. It won't do anyone any good if we're all doubting each other."

Gwen couldn't believe her ears. Kevin was actually making a sensible comment. And he was right! She sighed and sipped at her drink. "Yeah, but I still don't know how we're going to search him without letting him know…"

"Leave that to me," Kevin said with a smirk.

 

* * *

 

 The area around the Forever Knights' castle was quiet; not a living creature in sight. Ben would have thought that they were all just inside but he had a feeling that they weren't. He was sure he would have seen Knights patrolling on the turrets, or at least had that same feeling from their last encounter. But there was nothing; just an eerie silence and a calm breeze.

"I don't think they're here," he whispered to Kevin who was crouched beside him at the edge of the forest.

"Where would they have gone?" Gwen replied, overhearing the comment.

"If this was a cliché," Kevin began, "they would have gone to one of the big cities to launch an attack."

As if the world was run by the mind of a teenage boy who had seen one too many movie reruns, the Plumber badges that everyone had forgotten about blurted out a report.

"Attention all available Plumbers! This is an emergency! Forever Knights have launched an attack at the White House!"

"It's a good thing the Knights aren't here, otherwise that probably would have gotten us killed," Ben laughed, looking down at the flashing intergalactic peace symbol.

"That was just creepy," Gwen commented to herself more so than anyone else.

"We'll have to get the jet," Kevin sprung from his hiding spot and began running back to his car which had been parked a good distance from the site. "We won't get there in time, otherwise."

Ben and Gwen were quick to follow, reaching the Challenger in a matter of minutes. The drive was one of silence and speed. Kevin drove as fast as the car could go; paying the speed limits no heed. The police wouldn't be able to catch them, anyway.

 

* * *

 

 

They had soon piled into the Rust Bucket III and were soaring towards the White House. Even from the sky the scene could be easily discerned. The Knights were storming on the building; walls had been broken and hostages captured. A number of Plumbers and general police had formed a ring around the entrance, trying to handle it like some kind of bank robbery. The three teens in the jet knew that waiting and negotiating wasn't going to cut it.

Kevin landed the jet down just outside the ring of aliens and people. They headed out in a hurry and looked for someone in charge, or a familiar face. Grandpa Max was easily spotted with the five Galactica guards.

"Grandpa!" Ben called out as the trio ran towards him.

"Hey kids, I was wondering when you were going to get here!"

"What's the situation?" Gwen asked as she turned to look at the damaged building.

"The Forever Knights came out of nowhere, in masses, and easily blasted their way inside. We believe they're holding the president hostage, but we're not sure."

"Taking out the authority…they actually thought things through, huh?" Ben rubbed his chin. "In any case, just standing here isn't going to help anybody. We need to get in there and take them out!"

"I agree with you, but the police won't let us anywhere close! They're worried that if we barge in the Knights will kill the president."

"They'll kill him anyway if we don't do something," Kevin protested.

That was all the incentive Ben needed. He selected an alien on the Ultimatrix and slammed down on the dial. There was the usual flash of green, followed by the exclamation of the alien's name to 'strike fear into the enemy' that was out of earshot, before Fasttrack zoomed off towards the building.

"Ben! Wait!" Kevin raced after him, stopping to absorb the matter of a police car on the way. Gwen followed suit.

"Hey! You can't go in there!" A police officer yelled at them and stepped forward to cut them off. Gwen regretfully made a staircase of mana panels that she and Kevin used to run straight over the top of the authority.

"Sorry!" she apologized. "But you'll thank me later!"

 

***

Fasttrack easily navigated past the Knights in the various hallways and passages that was the maze of the White House. Each time he passed one, he grabbed the weapons straight out of their hands, causing a large mob of angry men clad in armour to chase after him.

He eventually came across a large room that he suspected, judging by the décor, was the president's office. But the person in the chair certainly wasn't any president he'd ever known of. He was dressed in highly polished silver armour and the symbol of the Forever Knights was etched onto the chest plate. In the far corner of the room two lesser Knights restrained a very terrified looking man. That was the president he had seen on TV.

"Sir Leonard," Fasttrack breathed.

"Well, well, if it isn't Ben Tennyson himself? And what's this? You've brought a gift for me? How kind," Sir Leonard greeted smugly.

Remembering his burden, Fasttrack threw the weapons he had acquired to the ground, save for one which he aimed at the intimidating man in the large swivel chair. The only thing needed to complete the picture was a fluffy white cat.

Fasttrack took a small step backwards as the Knight rose from the chair. "Yes," Sir Leonard spoke more to himself than to Fasttrack, "the Ultimatrix would make a great asset. And all I have to do is pry it from your cold, dead body."

Fasttrack felt his blood run cold. He could practically see the horrible grin that the man was no doubt displaying under his helmet. When he thought about it, he hadn't really had a plan. He'd thought about what to do to get there, but not what to do when he found Sir Leonard. And he was alone; who knew where Gwen and Kevin were?

"I'm going to enjoy this," Sir Leonard leaped over the broad desk.

Without even thinking about his actions, Fasttrack fired the weapon he had been holding. A red laser beam shot out from the barrel, soaring towards Sir Leonard. Sir Leonard broke out into an uncontrollable fit of laughter as the laser ricocheted off the armour and bounced back, blasting Fasttrack in the stomach and sending him flying into the wall just outside the door way.

Fasttrack struggled to move as he felt the full effects of the blast. He could do little but flinch as the tall Forever Knight slowly made his way towards him and lifted him up by the throat. He struggled and squirmed, trying to free himself from the metal grip as the air was depleted from his lungs. He could feel them beginning to burn, desperately calling out for him to breathe. Fasttrack could feel his consciousness fading. A blur of green and Ben returned to being Ben. But the Knight's grip only tightened. In a matter of moments, he would be dead and Sir Leonard would easily cut the Ultimatrix from his wrist.

 _Damn_ , he thought, _defeated by my own attack_.


	14. Chapter 14

It took Gwen almost no time at all to catch up with Kevin, who had been outnumbered by the Forever Knights. With Gwen's help, they were easily defeated and both took note that not all of them were carrying weapons.   
  
_Weird_ , Gwen thought as they continued to hurry down the hallway. She was sure they would have all been given a laser lance or something.

She pushed the thought to the back of her mind. It wasn't important now; they needed to focus on finding Ben. After a few moments they came to the end of the hallway which proceeded to split in two directions. They stood there, staring down both ways, trying to decide which way they should go.

"Which way?" Kevin asked.

"I don't know," Gwen shook her head. "And I don't think splitting up would be a good idea."

To answer their question, the sound of gunfire followed by a loud thud resonated from the hallway to the right. There was no hesitation as Gwen and Kevin followed the sound but stopped dead in their tracks when their eyes fell on the site.

Sir Leonard, leader of this faction of the Forever Knights, was standing in all his shining glory with his arm outstretched and his metal-gloved hand clasped around the throat of none other than Ben Tennyson himself. Sir Leonard noticed the movement and turned to look at the two newcomers.

"Let him go!" Gwen let mana flash menacingly in her hands. Kevin turned his hands to long spikes.

"This just gets better and better," Sir Leonard laughed. "Now, now, _kiddies_ , you wouldn't want to risk hurting _Benji_ here, would you?"

Gwen ground her teeth. He was right; there was no way she could attack him without hitting Ben too. But that wasn't going to stop Kevin. He lunged forward, spear-hands poised ready to strike. Sir Leonard easily countered the attack with his free arm. Kevin wouldn't be intimidated, he continued his futile attacks in hopes that somehow he would be able to free Ben.

Seeing her opportunity, Gwen cast a large ball of mana towards the Knight, aiming at the joint in the armour that joined the hand and the wrist. Despite the distraction Kevin provided, Sir Leonard saw the attack coming but did nothing in the way of dodging; and she soon realized why. The bolt of mana hit the armour square-on but was instantly deflected back. Gwen quickly put up a shield to defend herself.

Ben had stopped struggling against his captor and had grown limp. Gwen could feel the anger and anxiety rising within her but she had no way of expelling it. Her attacks didn't work. She decided to move away from mana abilities and turned her focus to spells.

"Eterla Morbulous!" she cried out, thrusting her hand towards the armoured Knight. Small cracks appeared in the armour which quickly spread and extended until the whole structure shattered.

With Sir Leonard no longer protected, Kevin turned one of his pointed hands into a mallet and slammed it into the exposed man's stomach. Without his armour, Sir Leonard took the full force of the attack and was sent sprawling. His grip on Ben's neck loosened and the unconscious teen fell heavily to the floor.

Ensuring that Gwen would take care of Ben, Kevin went after Sir Leonard who was speedily calling for back-up. Knights in their tens poured into the narrow hallway, but they were no match for Kevin.

Gwen knelt down beside her fallen cousin and rolled him onto his back. His neck was red and already displayed signs of bruising. She pressed two fingers to his neck and checked for a pulse. Finding one, she then proceeded to place a hand just above Ben's nose to ensure he was still breathing. With a sigh of relief, Gwen hoisted Ben up, wrapping one of his arms over her shoulders and supporting his waist with one of her own.

"Don't worry, Ben," Gwen whispered as she dragged him towards Kevin. "We're going to get you out of here." She looked up to see Kevin holding Sir Leonard in the air by his thin shirt, the other Knights lay motionless on the floor around him. "Kevin!"

Kevin turned away from his captive and looked at Gwen who was slowly making her way towards him.

"Kevin! Look out!"

Before Kevin had time to react, Sir Leonard thrust a fist into the side of his face. Taken by surprise, Kevin's grip on the man faltered and the Forever Knight easily released himself. He dashed past the Osmosian and swept up some kind of laser blaster that was lying just outside the doorway to an office. He aimed it at Gwen and everything went still.

"Surrender, you can't win," he said firmly. As he spoke, more Knights filled the hallway on both ends and aimed their weapons at the trio. "Give me the boy and I'll let you live…for now."

"Never!" Gwen snapped.

Sir Leonard made a mocking pout and fired the weapon. Gwen let go of the arm Ben had wrapped around her shoulder just in time to make a defensive shield. The shield shattered on impact and both she and Ben were sent back a few metres, landing on their backs.

"Gwen!" Kevin shifted, ready to charge straight at her attacker but a gun to the back paused him.

"Don't move, _boy_ ," Sir Leonard spat. He walked forwards, weapon at the ready.

Gwen tried to get up and defend both herself and Ben but he had landed on top of her and she knew that she wouldn't be able to roll him off in time; not with dozens of weapons aimed at her head. Sir Leonard stooped down and scooped up Ben's limp form.

"Don't worry," he sneered. "I'll take good care of him." He turned to the closest Forever Knights. "Take them away; I'll come deal with them personally later once I'm done with this one."

The Knights on both sides of the hallway stepped forward, easily binding Gwen and Kevin in their strong, armoured grip. Gwen and Kevin could do little but shout and glare as they were forcibly removed from the scene.

Sir Leonard threw the boy's body over the president's desk, taking no care in delicacy. The boy let out a small groan but remained still. He had been waiting for this moment for so long! So many years had gone into planning! And once the Ultimatrix was off the brat's wrist and on his own, he would be unstoppable! First he would conquer America, then Earth. And then? What would any mastermind obsessed with protecting the Earth do? He would go after the universe, of course.

Sir Leonard placed a hand over the small green device and tried to find some sort of clasp to detach it. The moment his fingers touched its surface, jolts of electricity thundered up his arm and he jumped back with a curse. It would seem that there were certain security settings designed to stop such masterminds from doing this exact thing. But no matter.

Drawing a laser sword, Sir Leonard posed, ready to slice off the boy's lower arm. He struck, putting as much force into it as he could but at the last second (as that is the way things go in such stories) the boy moved, rolling off the table and out of the way. The sword hit empty air and Sir Leonard stumbled forwards in surprise.

Righting himself, he stood, sword poised before him, and turned to look at the boy who had managed to climb to his feet. Yet Sir Leonard couldn't shake the feeling that something was different about him. He had replaced the armour that had been broken by the witch with one of standard issue but still silently wished he hadn't requested to do the task alone. Back-up would have been greatly appreciated at this point. Not that it would have done him much good.

"Fool, did you really think you could just take the Ultimatrix?" Ben's voice was his own, but there was a slight, raspy undertone present; like it wasn't just him who was speaking.

"You cannot stop me, Ben Tennyson!"

Ben laughed. "Maybe Ben can't, but _I_ can."

Without warning, Ben darted forward, easily knocking Sir Leonard to the ground with strength the Knight didn't think him capable of. Sir Leonard struggled against the firm grip that held his arms in place. The whole time the boy was grinning down at him like a Cheshire cat.

"I should kill you," he said after a moment of silence.

 

* * *

 

 

Kevin pounded on the door for the millionth time, but for the millionth time he was unable to break it down. He and Gwen had been separated and he had been locked up in some kind of store room made completely of metal. He didn't even know the White House had such facilities. But having his reputation and past, he had seen many things that had surprised him more.

The room was completely bare and contained no windows or vents. He would die of suffocation if Sir Leonard didn't come for him first. He was honestly shocked at how easily they had been beaten. One minute they'd had the upper hand and the next they were locked up and completely at the Forever Knights' mercy. And what about Ben? He was unconscious; no way of fighting back! There was no way Sir Leonard was going to let him live. Not after all the grief Ben had caused him. His thoughts travelled to Gwen and he hoped that she, at least, was alright.

 

* * *

 

 

Like Kevin, Gwen had been locked in a completely metal room without any source of air flow or any sign of anything that could help her escape. She summoned her mana, intending to send a blast at one of the walls in an attempt to break out, but the moment the mana gathered in her hands, a shock blasted down from nowhere and sent her to her knees. The Knights had planned for this.

Gwen felt her way across the room and ran her fingertips over the walls. When she found the slight indent that signified the door, she put all her might into hitting and kicking at it, hoping against hope that something would give and she would be able to escape. Her hopes were soon dashed, however, when no such thing occurred. With an exasperated sigh filled with despair, Gwen slumped to her knees and rested her head against the metal of the wall. Hopefully Kevin was having more luck than she was.

 

* * *

 

 

"I _should_ kill you," the Ben Tennyson that wasn't Ben Tennyson repeated as Sir Leonard continued to squirm against his iron grip. "But, although the ultimate goal differs, I can't bring myself to hate you. Even though you tried to destroy this body and take the Ultimatrix."

Sir Leonard could only stare up at the teen in confusion and anxiety. At least he knew he wasn't going to be killed, but there are many fates much worse than death.

"I think it's time to put an end to play time, don't you?" Ben said in an almost mocking tone. He released his grip on the Knight's arms and lifted him up by the rim of his chest plate. "Here's what we'll do: I'll call some Plumbers to come take you outside where you will be arrested and all suspicion on me will be dissipated. For why would someone of such a dangerous status and _evil intentions_ want to help?"

"I'll tell them!" Sir Leonard said in desperation. "If you have me arrested, I'll tell them that you're not Ben!"

"Oh, no," Ben laughed. "You won't be saying anything."

Sir Leonard felt his helmet slide off his head and thrown aside, giving him a clear view at the teen that he knew would be his doom, directly or indirectly. He knew there would be no way he would escape from the prison a second time. Chances were he would be thrown into the Null Void. Something sharp collided with his temple and he knew no more.

 

* * *

 

 

Max stood rigid as the message played across the badges of all present Plumbers.

"Hello? This is Ben Tennyson! I'm in the president's office…Sir Leonard is on the floor, he's unconscious. I don't know where Gwen and Kevin are; they were taken away by the Forever Knights but they might still be on site! Requesting back-up!"

Ben had sounded desperate and pleading, like he knew he wouldn’t be able to do it alone. And of course, he wouldn't. Ignoring the orders of the local authorities, Max ran forwards with the small Galactica team and charged into the building.

They were instantly faced by dozens of Forever Knights, all armed with laser lances or blasters. Petra easily proved his worth in battle, knocking countless Knights to the ground with a single swing of his tail. His muscular arms sent them flying with each connecting hit. The blasts that hit him were little more than a slight irritation to his thick hide. Although Max hadn't heard him speak the whole time he had been on Earth, he now knew why Grem had him on the team. The creature was a tank!

With the way cleared, the small group continued on. The further they went, the more Knights they found. Again, with the help of Petra and the Plumber weaponry they carried, the Knights were easily defeated and the team could continue. When they reached a crossroad, Max split the team; he, Silyon and Takren going one way and Grem, Hinra and Petra going the other.

Grem's team was the one to locate two Knights standing guard outside metal doors situated side by side. With a small gesture from him, Petra charged into motion, easily tackling them to the ground while Hinra got to work on unlocking the doors.

The first door swung open to reveal a very agitated looking Kevin Levin. Although apparently pleased at the rescue, he said nothing of it, only watching impatiently while Hinra unlocked the adjacent door. The door opened with slight resistance that was quickly revealed to be the seated form of Gwen who, unlike her male counterpart, made her appreciation quite known.

 

* * *

 

 

Max, Silyon and Takren followed the winding hallway to a scene of destruction. There were laser blast burn marks in the walls and the floor and the fallen bodies of Knights lay scattered like confetti. The door to the office that Max suspected belonged to the president was closed but easily shattered.

Inside, the first thing they noticed was the body of a helmetless Sir Leonard lying unconscious on the floor in front of the desk. Ben was standing uncomfortably on the other side of the room, as far away from the Knight as possible. Upon seeing Max, he ran forwards.

"Ben!" Max pulled his grandson into a quick embrace. "Are you okay?"

"I'm fine," Ben replied. But Max wasn't buying it. The hand-shaped bruises and the redness on his neck were plain to see. Still, he said nothing on the matter.

Silyon hurried forward and restrained Sir Leonard with energy cuffs and, hauling the Knight over his shoulder, began carrying him back the way they had come.

"How did you manage to take him out?" Takren asked as they followed after Silyon.

"…Well, I guess I just took him by surprise."


	15. Chapter 15

Once the threat of Sir Leonard was brought, unconscious, before the mass of Plumbers and police waiting outside, dozens of small teams hurried into the building to take control of the situation and arrest the remaining Forever Knights.

Gwen and Kevin followed Grem, Hinra and Petra back the way they had come and out into the now much less crowded front area. As soon as they saw Ben standing with Max and the other two Galactica guards, they ran over as fast as their legs could carry them.

"Ben! Are you alright?" Gwen hugged her cousin.

"I'm fine," he managed as she continued to squeeze him. "Are you guys okay?"

"We're fine," Kevin said. "But never mind that; how did you manage to escape?"

"I woke up just as he was about to cut off my arm. He wasn't expecting it and it didn't take much to overpower him," Ben half lied. He had told them basic information about what had happened, ensuring to leave out any details that might alert them to the presence of the Arkhirathi.

"Sir Leonard was unconscious when we arrived," added Max.

Noticing the tension in the air, Grem spoke up. "More caution will be taken this time; the security has been greatly improved. They won't be able to escape again."

"Then that just leaves us with the problem of the Arkhirathi," Max said carefully.

A few droplets of rain began to fall from the darkening sky. "Man, I'm tired," Ben yawned. "It's starting to rain and I think the Plumbers and the police can handle it from here. Shall we go home?"

"Sounds good," Kevin rested his elbow on Ben's shoulder.

"Is that alright, Grandpa?" Gwen asked.

"It's fine," he smiled at the three teens. "Get some rest, Ben. And take it easy," his eyes fell to the horrible purple hand shaped marks on the boy's neck.

Without another word, the teens turned away from the scene and boarded the Rust Bucket III.

 

***

"Here, Ben," Kevin passed Ben a small mug of hot chocolate.

"Uh, thanks," Ben accepted the drink and watched Kevin walk back up to the front of the jet where he gave another mug to Gwen. He looked down at the drink. Since when did Kevin make him anything? Suspicious, he raised the mug to his face and took a whiff. It smelled like ordinary hot chocolate, but he still wasn't sure. Had it have been Gwen that had given it to him, he would have happily drunken it then and there. But it wasn't from Gwen, it was from Kevin. And that was suspicious.

Shrugging it off, Ben raised the mug to his lips, ready to take a sip of the steaming beverage. He paused. Something within him was telling him not to drink. Ben frowned. Kevin wouldn't spike his drink…would he? _Better to be safe than sorry_ , he told himself.

Being careful not to draw attention to himself, he rose from his seat and snuck into the bathroom, still carrying the mug. With the bathroom door safely locked, Ben poured the drink down the sink and washed away the excess. He then snuck back into the cockpit and put the mug down on the floor beside his chair. Making himself comfortable, he closed his tired eyes and listened to the gentle sounds of rain beating against the windows.

 

***

"Is he asleep?" Gwen whispered as she looked back at Ben's still form.

Kevin put the jet into autopilot and turned in his chair to see if he could determine whether or not it was time for them to take action. Ben was slumped over the side of his chair, his eyes closed and his heading resting on his shoulder. "He looks like he's sleeping," he replied in an equally hushed tone.

"Ben? Are you awake?" Gwen asked in her normal volume. When she received no response, she rose from her seat and moved over to her cousin. She spotted the mug on the floor and lifted it. "It's empty; he drank it all," she murmured. "What did you put in it?"

"A high-strength sleeping drug. He won't be awake for hours. It's probably for the best; he looks exhausted."

"Okay," she put the mug back down on the floor. "Let's give this a try." Gwen summoned her mana and her eyes began to glow in their usual pink. Just as she made a connection, Ben's eyes flew open and he leapt out of his seat.

"What are you doing?" he asked in a panic.

"Relax, Ben," Gwen tried to calm him.

"Tell me!"

"Relax, Tennyson!" Kevin stood and took a step towards him. "We're just going to make sure that there's nothing weird possessing you or something."

"Kevin!" Gwen hissed.

Ben's eyes darted from Gwen and Kevin to the mug on the floor. He had been right. "You…you tried to drug me!"

"It was only so that you wouldn't react like this!" Gwen said as calmly as she could manage. The last thing she wanted to do was make him feel threatened.

"Hang on," all eyes turned to Kevin. "If you drank it all, how are you still awake?"

"Kevin! You're not helping!"

"It was suspicious…" Ben frowned. "I thought it was suspicious that you would suddenly make me a drink, so I didn't drink it." He took a step back, raising his left wrist. "And I was right!"

"Ben! Calm down!" Gwen and Kevin both moved to get closer to him.

"Big Chill!" he exclaimed as he transformed into the Necrofriggian alien. Without a second thought, he went intangible and flew out through the wall of the jet.

Gwen and Kevin stood dumbstruck for a moment, neither one able to comprehend that Ben was, in fact, gone. Kevin was the first to move. He dashed back over to the controls and tried to track Ben's signal. But, like the last time Ben had disappeared, the signal from the Ultimatrix was blocked.

 

***

Big Chill flew as fast as he could through the wind and rain, not sure on where he was heading, just wanting to get as far away as possible from his 'friends'. He wasn't mad at them, after all they were just worried about him, but that they suspected the truth was unnerving. If he was going to keep his promise he had to prevent them from finding out.

As he continued to fly he soon lost track of where he was and it didn't take long until he was lost. Worse still was the warning that the Ultimatrix was about to time out. With a grumble and a sigh, Big Chill swooped down and landed lightly on the side of a highway in an unknown desert. There was a flash of green as Big Chill turned into Ben, who was instantly saturated by the rain which was continuing to grow in intensity.

 _Great_ , he thought, _I'm lost_ and _wet._ Finding nothing better to do, and being unable to call anyone, Ben began to walk along the side of the road, not knowing if he was heading in the right direction and not really caring. Hopefully a car would come past and be willing to give him a lift.

After what felt like hours of endless walking, the silhouette of a sign became visible in the distance. Ben quickened his pace into a run, desperately trying to get a look at the sign so he would have some idea of where he was. As he approached, he strained his eyes in the darkness, trying to make out what it said. But there was no light. The moon was completely covered by dark clouds and there were no street lights nearby.

Realizing the luck he had depended on for so long had left him, Ben left the sign and continued his journey along the highway. He grumbled to himself, wishing he hadn't left the jet. He would have preferred to take his chances with Gwen and Kevin than walk in such miserable weather. He was freezing and numb, and, to top it all off, he was utterly exhausted.

The beginnings of the day were making themselves known by the time Ben arrived at a small petrol station that appeared to be closed. Finding shelter from the never ending rain where the pumps stood, Ben lowered himself to the ground, held himself in a tight ball, and shut his eyes, happily accepting the small comfort and drifting off to sleep.

 

***

When Ben opened his eyes, he was no longer at the petrol station in the middle of nowhere. He was warm and dry but he didn't recognize his surroundings. He was lying under a mountain of blankets on a flat metal floor. As he sat up, the blankets slipped down to his lap. The overhead light was flickering but it was enough to illuminate the small room he was in.

Everything appeared to be made of metal. The room was apparently empty aside from him, a small bench protruding from the wall, and some kind of control panel that had been obliterated.

"Where am I?" Ben's voice was rough and echoed around the room.

Wrapping a bunch of blankets around himself, Ben struggled to his feet. He looked down and noted he was not wearing the clothes he had been wearing when he had sat down by the petrol pump. He was dressed in a black pair of jeans and a blue hoodie covered whatever shirt he was wearing. They were his clothes, but he was sure he hadn't worn them in months. Confused, Ben hobbled over to the doorway and forced it open.

What greeted him wasn't a welcome sight. It was just sand as far as the eye could see. Ben sighed. He had gone from being somewhat close to some form of human contact to being once again stuck in the middle of nowhere.

 _Well_ , he stepped outside into the blinding sunshine, throwing the blankets back into the metal structure. _Guess I'd better get walking_.

 

* * *

 

"We can't find him anywhere!" Gwen struggled to maintain a calm composure.

"Are you sure you've checked everywhere?" Max asked on the other end of the phone line.

"Yes! He's not at his house, or Julie's, or any of the places he would usually go!" she ran a hand through her hair, tugging at it. "And we can't seem to track the Ultimatrix."

"Don't worry, I'm sure he'll turn up," Max replied, but both he and Gwen had their doubts. "In the meantime, I'll have all Plumbers on the lookout."

"Okay," Gwen's voice was only just above a whisper. It had been hours and there had been no sign of Ben. The rain had let up, but she worried about him having been out all night in just jeans, a T-shirt and his green jacket; even if it was leather.

Max hung up the phone, leaving Gwen to turn and face Kevin who continued to drive his Challenger down the road to the next Mr. Smoothy's on the map.

"I take it he hasn't heard anything?" Kevin said after a moment's silence.

"No…where could he have gone?"

"I don't know, but I promise we'll find him," he gave her an encouraging smile. "Why don't we go to his house and try tracking him from one of his things?"

"…Okay."

 

***

Upon reaching Ben's house, Gwen and Kevin soon discovered that Sandra and Carl weren't home. Kevin let himself in in the usual manner, and they trudged through to Ben's room. Gwen reached down and picked up a shirt she hoped was clean off the floor.

It didn't take long to get an energy track on him. They wasted no time in bundling back into the car and following the trail, hoping to find Ben at the other end.


	16. Chapter 16

Ben trudged through the barren landscape, hoping that somehow he was heading towards civilization. He tried to think back to what he could remember; maybe it would give him a clue as to where he was now. He had been with Gwen and Kevin – they were in the Rust Bucket III. He remembered that they had tried to drug him…Gwen was going to use her powers to search his body…he had freaked out, knowing how close they had come to discovering the Arkhirathi. He remember changing into Big Chill and flying away…not knowing where he was going. There was rain…so much rain. He took shelter at a petrol station…then…nothing.

Ben's memory after that point was blank. How had he come to be in the small metal structure that looked suspiciously like some kind of escape pod? Why had he been buried under a pile of blankets? Why was he dry and in different clothes to when he had blacked out? And where on Earth was he? These were the questions that were floating through his mind as he walked.

After a while a thought crossed his mind. He mentally face-palmed himself for his foolishness and looked down at the Ultimatrix; its green face glowed back at him. Fiddling with it for a moment, he slammed down on the dial, hoping for Jetray. But it wasn't Jetray that appeared after the signature green glow subsided.

 

* * *

 

 

"I lost him!" Gwen exclaimed as the pink glow that surrounded her and the T-shirt they had taken from Ben's room dissipated.

"What?!" Kevin pulled over abruptly. "What does that mean? Is he–?"

"No, I don't think so," Gwen replied, picking up on Kevin's trail of thought. "I can't explain it, it's like he disappeared. But he's definitely not dead."

"And my badge still can't get a read on the Ultimatrix," Kevin looked down at the small round badge in his hand. "So what do we do?"

"I can take us to where I lost the signal. Maybe there'll be something there that can help."

"Okay, lead the way," Kevin urged the Challenger forward and they continued on their way.

 

* * *

 

 

Ben could only watch as his body launched itself into the air and flew off in a direction that it seemed to know was the right way. Only it wasn't his body – at least, he didn't think it was. It was tall and slender and moved through the air like it was weightless. This was the body of the creature that he had seen in the file from the Galactica prison ship. This was the body of the Arkhirathi.

"Where are we going?" he tried to ask, but no words escaped his – their mouth.

There was no response. Ben sighed. Perhaps the alien couldn't hear him. He tried to take a look at their surroundings as they soared through the cloudless sky, only to find that he couldn't move; he was completely at the mercy of the Arkhirathi. He could do little else but sit back and enjoy the ride.

They flew for much longer than Ben thought the Ultimatrix would have been capable of; he eventually concluded that it wasn't a sample of DNA from the Ultimatrix that was causing the transformation; it must have been from the Arkhirathi himself. After a seemingly long period of time without a change in scenery, Ben began to wonder if he would have ever gotten himself out of the wasteland on his own. In all honesty, the Arkhirathi was doing him a favour.

"Hey," he tried talking again. "Are you sure you know where you're going?"

Again there was no response.

"Hello? Can you hear me? Ghost guy?"

There was a short pause. For a moment Ben really thought that the creature couldn't hear him.

 _::Yes, I can hear you. And yes, I'm sure::_ The responding voice was clearly irritated by the constant badgering.

"So where are we going?" Ben ignored the creature's tone.

_::That is not of your concern::_

"It kind of is, considering you're taking me with you."

The raspy voice sighed but did not reply.

"Do you know what happened last night?" Ben continued questioning. "Where were we and how did we get there?"

_::So many questions!::_

"If I don't ask, I won't know," Ben said simply.

Again there was no reply.

"If you don't answer, I'll just keep asking."

 _::You'll keep asking even if I do answer::_ the Arkhirathi's tone was rough but Ben could tell it was smiling; after all, they were sharing a face.

"Then you may as well answer, right?"

_::When you passed out at the petrol station I brought you there. Should I have left things be, your body would have died. That would be…inconvenient::_

"Uh, thanks," Ben was grateful for the save, even if it wasn't exactly him that the creature had wanted to protect. "So…do you have a name? It's kind of awkward not knowing what to call you."

_::…I am called Syvux::_

"…Syvux," Ben rolled the name around in his mind. "You're an escaped prisoner, right?" he said it without conviction, despite knowing full well that it wasn't something to take lightly. He felt their body tense at the question and a hiss escaped from their mouth. "Okay, touchy subject, I get it!"

Their body relaxed a little, but not completely. No further words were spoken.

 

* * *

 

 

Kevin's green and black Challenger pulled up in the middle of nowhere. As he and Gwen got out of the car, they took note that there was nothing as far as the eye could see.

"Are you sure this is the place?" Kevin asked as came to stand beside Gwen.

"Yes; this is where the trail stops."

"There's nothing here," he pointed out.

"Look," Gwen pointed to a piece of ground in front of them. It was laced with footprints that could only have belonged to Ben. "He was here."

"Why do they just stop?" Kevin asked, crouching down to inspect the last pair of footprints.

"He must've transformed and flown off or something. I'll do another search," Gwen closed her eyes and searched for the familiar mana that signified Ben but there was nothing. "I don't understand how he could have just disappeared."

Kevin placed a hand on her shoulder. "Don't worry," he reassured her. "We'll find him. I promise. For now, let's head back to Bellwood; maybe your grandpa knows how we can find him."

Gwen nodded her approval and the duo got back in the car and drove off the way they had come. Both teens kept their eyes open the whole time, never giving up the slight chance that they would catch sight of a familiar figure in the sky or on the ground.


	17. Chapter 17

Ben had lost track of the amount of time they had been flying. Seemingly for hours they soared through the cloudless sky, the desert scenery unchanging. He had asked countless times where they were heading, but each time he had received no response. He was beginning to think the Arkhirathi was ignoring him.

"Are you ignoring me?" Ben asked yet another question.

 _::…I couldn't even if I tried::_ the Arkhirathi sighed.

"So then where are we going?"

No response.

Ben frowned. "See? You _are_ ignoring me!"

_::I have already told you that there is no reason for you to know::_

"Just trying to make conversation. It's kind of boring only being able to watch."

_::Would you like a change in scenery?::_

"Yes, please!" Ben replied a little too eagerly. But in all honesty, he was really starting to hate the endless sand. He stifled a gasp as his vision went black. Instinct caused him to turn his head, looking around in the darkness. _Wait…I can move?!_

And sure enough, he found he was no longer bound by the actions of the Arkhirathi. In this space he had control over his body. But where was this space?

"Uh…Syvux?" he called out, hoping the strange alien would be able to give him answers. As the words escaped his lips the scenery began to change. The shadows of darkness faded, sliding off his surroundings like wet paint. Ben stood frozen as he watched a very familiar place gradually appear before him.

Black asphalt marked with white developed beneath his feet. A small building rose from the depths of the inky blackness: a sign of a smiling smoothie holding a smoothie beside it. He was standing in the parking lot of a Mr. Smoothy.

Ben couldn't believe his eyes. How had he gone from flying over a desert to being outside his favourite place? But something was off about it. As his eyes gazed around, he noted that this particular Mr. Smoothy was in no place he had ever seen. Tall trees with maroon leaves stood in a clustered forest, completely surrounding where he was standing. The undergrowth consisted of fern-like vegetation with leaves the size of pillows.

"Syvux? Can you hear me?" Ben didn't dare take a step in any direction. Although there was the familiarity of the take-away restaurant, he wasn't going to take any chances. He was grateful to see the Ultimatrix glowing happily on his wrist. At least he would have a way of defending himself if the need arose.

 _::Yes, I can hear you::_ Syvux's voice seemed to come from all directions.

Ben took a small step back as a being faded into view before him. He felt his whole body relax when he realised who it was (which was crazy in itself, knowing the alien's reputation).

"Is this more to your liking?" Syvux asked as he gestured to their surroundings.

"What is this place?" Ben said in a daze. "It feels really nostalgic…"

"That doesn't surprise me; this isn't the first time you've been here."

"What? I'm sure I would remember having come here before…where is _here_?"

"This place is the physical embodiment of the heart's desire; you won't remember your last visit as I have stripped it from your memory."

"You what?! What else have you made me forget? And I don't understand…what do you mean 'physical embodiment of the heart's desire'?"

Syvux sighed. Again. It seemed that all this human could do was ask questions. "I have erased your memories of our earlier encounters…it was necessary for my protection," he paused, allowing the boy time for the information to sink in. "As for what I meant, this space reflects the place where your heart truly wants to be. It does not, however, reflect other life forms; with the exception of plant life."

"Okay…but I've never seen plants like that before," Ben pointed to the alien jungle surrounding them.

"Seeing as both you and I are sharing a body and, as such, this place, what is projected is a mix of the two places that would normally only be shown individually."

"So this jungle is where you want to be?"

"…Obviously; I just said that this place is a combination of the places our hearts most want to be. One would generally assume that the parts that don't apply to you would apply to me," Syvux couldn't believe how dense the human was. Were all humans like that?

"Then why did you come to Earth instead of going there?"

Syvux glared at the teenager before him. Should he bother answering the child? He had said that he would only help to hide him until he knew what it was that Syvux was after. If he gave away too much information, he could jeopardize his mission.

"I have my reasons," he said simply.

Ben huffed. It wasn't the answer he was going for. "Okay then…is this jungle the vegetation of your home planet?"

"Why do you ask so many questions?"

Ben shrugged. "If I don't ask questions, I won't learn anything. How am I supposed to understand what's going on if I don't know anything?"

"Another question!" Syvux had to admit, though, the boy was right. But the fact that he had been taking the whole situation so lightly was unnerving. He paused for a moment. There was no real harm in sharing information about his home world, was there? "The plant life you see is some of the plant life that grows on the planet Diasta; my home world."

"Never heard of it," Ben commented. "But if it's here, then that must mean it's important to you. Why don't you go home?"

"I have things that I need to do."

"Like what?"

"That's not your concern."

 _Again with that line!_ Ben frowned and sat down on the asphalt. Syvux remained where he stood a few metres away, watching closely. "Why were you imprisoned on Galactica?"

Syvux reacted the same way to the question as he had when Ben brought it up earlier. He stood perfectly rigid, a horrible expression on his face. If Ben didn't know better, he would have thought that the Arkhirathi was going to shred him to bits.

"If you're trying to intimidate me, it's not working," Ben stated. "It's a touchy subject with you, I get it, but that's not going to stop me from asking."

"I was wrongfully imprisoned!" he spat.

"Okay," Ben tried again. "Why were you wrongfully imprisoned?"

 

* * *

 

 

Gwen and Kevin had been driving in silence the whole way back to Bellwood. Neither of them wanted to say what was on their minds, so they were content to just sit and stare out the window. It was early afternoon by the time they pulled up beside the familiar RV.

Grandpa Max recognised the sound of the green Challenger and opened the door just as the two teens were getting out.

"I take it you were unable to find anything?" he said.

"We tracked him into a desert but then the trail just ends," Gwen replied.

"Gwen's pretty sure he's not dead, but where not sure where to go from here. We were hoping you might know what to do," Kevin added.

Max 'hmmed' and signaled for them to head inside.

The Galactica aliens looked up from their various positions throughout the Rust Bucket as the two newcomers stepped inside.

"Hello Gwen, hello Kevin," Hinra smiled gently. The others nodded their heads in acknowledgment.

"Hi," Gwen and Kevin replied simultaneously.

"Any luck on tracking the Arkhirathi?" Kevin asked.

"Unfortunately, no," Grem rested his chin on his palm as he sat hunched at the small table.

Gwen frowned and thought hard about the whole situation. The way Ben had reacted was weird. Granted, anyone who had woken to discover that their friends had tried to drug them and then perform tests on them behind their back would be unsettled, but this was more than that. She was sure of it. Ben hardly ever overreacted like that; unless…he had something to hide…but it couldn't be…could it?

"Are you sure there are no personal belongings or something the Arkhirathi has touched that I could borrow?" she asked, all eyes turning in her direction.

"Not that we know of," Max looked at her quizzically.

"If Ben has been possessed by something, it's most likely going to be the Arkhirathi…"

"Yeah, we already came to that conclusion," Kevin crossed his arms.

"But the way Ben reacted," Gwen continued. "It was almost like he was trying to hide something…"

"You don't think…?"

"What if Ben knows he's been possessed?"

"If that was the case, don't you think he would tell someone?" Max frowned, picking up on Gwen's trail of thought.

"The Arkhirathi might have blackmailed him," Gwen turned to her grandpa. "Or threatened him in some way."

"The only way we'll know is if we find him, so let's focus on that," Kevin pointed out.

 

* * *

 

 

"I was accused of a crime I didn't commit," Syvux said with a tone of malice.

"Yeah, obviously. You don't get wrongfully imprisoned for something you did do," Ben rolled his eyes. "What was the crime?"

"Murder."

Ben stiffened. That wasn't what he had been expecting; not that he really knew what he had been expecting. But he wasn't going to let it put an end to their conversation. Not when he had finally been able to get the Arkhirathi to communicate with him.

"What happened?" he dared to ask.

"…I saw the crime in question and stepped in to put an end to it. The culprit fled and I was the only living being at the scene when the Plumbers arrived. I had no way to prove my innocence and they captured me."

"…You're after revenge, aren't you?" Something in Ben's mind told him he had hit the nail on the head. He had a feeling that he had already been told as much, but that memory was probably one of the things Syvux erased.

When Syvux did not respond, he knew without a doubt that he was right.

"Against the Plumbers? Is that why you came to Earth?"

Syvux snapped, a horrible growl stretched on his face. "They locked me up in that tiny cell for TEN YEARS!! FOR A CRIME THAT HAD NOTHING TO DO WITH ME!! But they wouldn't listen. No. An Arkhirathi being innocent? No, that can't be possible! It's not like my race is one of the most docile and friendly beings in the universe!" the last bit was said sarcastically.

Ben sighed. He had created a monster. Once Syvux had started, he just couldn't stop! "Calm down!" he held his hands out, palms facing the alien. Syvux stopped and composed himself, glaring at Ben.

"Okay, I get that you're angry; I would be, too. It's not fair that you had to lose your freedom for so long just because no-one would listen to you," as he spoke his anger levels rose and he soon found himself sharing the Arkhirathi's fury. He had been in similar situations (albeit not as severe), and he knew the frustration that had come from not being listened to. But he also knew that he couldn't let Syvux attack the Plumbers. No, there was only one way to resolve this mess. "I'll help you."

"What?" Syvux cocked his head to the side. He must have heard wrong. The boy couldn't have said…

"I said I'll help you; I have a plan. But you have to promise not to attack anyone. Especially not the Plumbers."


	18. Chapter 18

"I'll help you."

Syvux gaped at the human teenager sitting before him. He must have heard wrong; there was no way Ben had just said what he'd thought he heard. Was there?

"What?" he asked incredulously.

"I said I'll help you," Ben repeated. "But you have to promise not to attack anyone. Especially not the Plumbers. I'm asking you to trust me. Deal?"

Syvux could only stand and stare. He had heard correctly. But why would the child wish to help _him_? Especially after what had happened during their first few encounters – not that Ben remembered them. After 10 long, lonely years, had he finally found someone who would listen to him? His thoughts flew back to one particular encounter.

 _"Does anyone actually care? Will anyone actually listen to what I have to say?"_  
  
"I will listen!"

That's right. The boy had proven himself different from the others. He had shown kindness even while he was being attacked. Syvux eyed Ben carefully. He was sitting in a relaxed pose, watching him with an eyebrow raised. He was waiting for an answer.

"…Alright. I promise," Syvux said somberly.

Ben smiled warmly. "Good, now let's get down to business," he patted the asphalt next to him.

Syvux frowned. He wanted him to sit on the ground? Like some 5-year-old child?! He sighed and complied, grumbling as he stepped forward and took a seat. Ben's smile never faltered.  
  
"First thing's first," Ben began. "I need you to give me as much information as possible. Let's start small. Where were you and why were you there?"

"It was a small planet – Nevora, if I remember correctly. I like to travel and I was there visiting friends."

"Okay, good start. You said you saw the crime. I know it might not be easy to talk about, but can you tell me what happened?"

Syvux paused. Indeed, it was not something easy to speak of. It was horrific. Ben noticed the Arkhirathi's hesitation.

"It's okay if you don't want to talk about it; just tell me what you can."

"…I was heading back to my ship; I had parked it well away from the populated areas – the locals tended to be a touch destructive, though it was completely unintentional…I…I heard cries for help nearby. Naturally, I went to investigate…"

Ben nodded encouragingly, urging him to continue.

"…There were Plumbers everywhere, most of them weren't moving," Syvux's voice was only just above a whisper. "…They weren't all dead, I learnt that later…standing over them was…an Arkhirathi…"

"Was it anyone you knew?" Ben asked.

"No…something told me that they weren't really what they appeared; that it was a disguise. A trap. No true Arkhirathi would do such a thing. We're not a violent race, we hate conflict."

"What about you?"

Syvux flinched at the sudden question. Ben had a point. What about him? Was he not seeking revenge? "A decade of solitary confinement changes a person," he concluded.

"So what happened next? You said he fled?" Ben's voice pulled Syvux away from his thoughts.

"…It noticed my presence and then it…it just disappeared. It must have turned itself invisible. I pushed the matter away and focused on the Plumbers; checking for survivors. When help arrived I was the only conscious being, so they took me in for questioning. When some of the victims woke they reported that an Arkhirathi had been the culprit. I was immediately charged and arrested. After that, no one would listen to me – hear my side of the story. I was locked away on the sub-levels of Galactica…"

Ben sat in silence as he listened to Syvux speak. He could tell from the grim tone that he was reluctant to speak of it. Ben would have felt honoured to be trusted by the creature, but circumstances denied him the pleasure.

When Syvux had reached the end, his attention turned to Ben, who was deep in thought. He wasn't sure what the human had planned, but so far he had remained true to his word so Syvux decided it would be okay to trust him.

"Do you know of any Arkhirathi residents living on Nevora?" Ben asked.

"No, I was not aware of any."

"Then it's highly likely that the culprit knew of your visit and that you were nearby, and took the opportunity to frame you."

"Are you saying that they intended for me to take the blame from the beginning?"

"That's exactly what I'm saying. Can you think of anyone who might have had a grudge against you?"

"…No."

"I was afraid you were going to say that."

"We're approaching a town. I'll set down somewhere and return control to you."

 

***

When Ben opened his eyes, he was no longer sitting with Syvux in the 'place of heart's desire'. He was in a dark alleyway, facing a road.

"Do you have any idea where we are?" he asked.

_::It was the closest town. I felt it would be a good opportunity to get something to eat::_

"Good idea. I wonder if there's a Burger Shack nearby." Ben could practically feel the eye-roll he was no doubt receiving.

 

* * *

 

 

"Did you find anything?"

Gwen opened her eyes and looked across to Kevin, who had taken a seat next to Petra.

"No, still nothing," she sighed and threw Ben's T-shirt onto the table. She didn't understand how he could just vanish without a trace. "There must be something we can do!"

"Should we call the police? File him in as a missing person?" Kevin asked.

"No, it's probably not a good idea to get the police involved. If Ben is being controlled it might cause more problems," Max sighed.

"We can't just sit here!" Gwen said with exasperation. But she knew that there was little else they could do.

 

* * *

 

 

"One large chili-fries and two sodas, please," Ben ordered, placing the money on the counter of Burger Shack. The cashier took the money and promptly returned with Ben's food. He smiled his thanks and headed back out to the alleyway where they had landed. Ben sat against the wall behind a dumpster and placed the bag and drinks on the ground before him.

"No one should see us here, you can come out," he took a handful of fries and stuffed them into his mouth.

_::What?!::_

"I said come out! You're hungry, too, right? You can go back in when you're done, okay?"

_::But it's daylight::_

"Which is why we're sitting in a dark alleyway. If you don't hurry, you'll miss out." As if to make his point, Ben took another mouthful of fries.

Syvux grumbled but complied. An uncontrollable shiver racked Ben's frame as the feint coldness he had been feeling intensified before completely disappearing. Before he knew it, Syvux had appeared and was sitting in the shadows beside him.

"Now eat!" Ben commanded, sliding the box of fries and one of the sodas over to his grumbling companion.

Syvux hesitantly lifted one of the fries and ate it, knowing full well that Ben was watching him closely. "…It's good," he said reluctantly and with mild surprise.

"You sound surprised," Ben said smugly as he took another handful. "Eat up! We have a lot of work ahead of us."

"What do you propose?"

"Well, first we need to get the Plumbers off our backs – they won't give up, but maybe we can slow them down."

"Slow them how?"

 

***

Jetray landed gracefully outside the Rust Bucket and changed back into his human form. As Ben walked up to the door, he took note of the green and black Challenger. Good; Kevin and Gwen were there, too. With a deep breath, he raised his hand and knocked lightly on the metal three times.

"We can't just sit here!" he heard Gwen exclaim.

There was a shuffling noise and the door swung open, revealing a very tired looking Grandpa Max. Upon seeing Ben, his eyes widened with shock.

"Ben!" he pulled the teen into a bone-crunching embrace.

The RV's other occupants were quick to rush into the doorway to confirm that their ears had not lied.

"Hey, Grandpa," Ben managed. "Hey, guys," he smiled at Gwen and Kevin who were staring in disbelief. "Grandpa…I can't breathe."

Max released the boy, holding him at arm's length. "Where have you been? We've been worried sick!"

"Uh…I just needed some time to clear my head. Sorry for freaking you out," he apologised to Gwen and Kevin.

"No, we're sorry," Gwen took her chance to hug her cousin. "We shouldn't have gone sneaking behind your back."

 _That's right you shouldn't_. "So what's going on here?"

"We were trying to work out how to find you. The scanners weren't finding the Ultimatrix and I couldn't track you with my mana. Where did you go?"

"Oh, you know…around," Ben shrugged. "Nowhere specific."

Gwen wasn't buying it.

"Well, now that you're back you can get Gwen to scan you," Kevin said.

"Kevin!" Gwen hissed.

"No, it's okay," all eyes returned to Ben. "You were going to do it anyway, right?"

Gwen sighed. He was right; they would have found a way.

"If you won't believe me, then just see for yourself."

"Are you sure?"

"Yes."

"Okay, then," Gwen's eyes glowed pink as she gathered her mana. After a moment, Ben's eyes lit up to match. She couldn't conceal a gasp at what she found.

 


	19. Chapter 19

Gwen was speechless. She had been so sure that she'd find something – whether it was the Arkhirathi or not. But having found absolutely nothing set her on edge. Had there been nothing all along? Had she just been imagining things? No; she couldn't have been. The weird things that had been happening with Ben weren't imagined. And they certainly weren't caused by Ben…unless he wasn't in his right mind. It took her a moment to realise that everyone was waiting for her to respond.

"What? What is it? Did you find something?" Ben asked anxiously.

Gwen shook her head. "No…there was nothing – only you."

"Then what about the Arkhirathi?" Kevin groaned. "Where is it?"

"Calm down, Kevin," Max turned to him. "We should all just be relieved that there's nothing controlling Ben."

"Man, things would have been a lot easier if it _was_ in you."

"Well _sor-ry_ for being in control of my own mind," Ben snapped.

"Stop it, both of you," Gwen grumbled. "Look, we'll find the Arkhirathi, capture it, and then we can just forget this whole thing ever happened. Okay?"

 _Yeah. Just shoot first, ask questions never and forget. Sounds great_ , Ben thought bitterly. "Yes," he replied.

There was a moment of silence while everyone just avoided each others gaze. Realising the conversation was going anywhere, Ben announced, "I'm gonna head over to Julie's and then home. My parents are probably worried."

"You mean you haven't been home at all?" Gwen gaped.

"No…"Ben shifted uneasily under her gaze. "Can I go now?"

"Why are you still here?"

"Going!" Ben selected Jetray on the Ultimatrix and took off.

"Is it really a good idea to just let him go again?" Kevin watched Jetray fade into the distance.

"He told us where he's going, so we can always call Julie and confirm it with her," Gwen pulled out her Plumber's badge and held it up. "The Ultimatrix is showing up on the scanners now, too. We'll keep an eye on him."

 

* * *

 

 

"Hey, Julie," Ben greeted as the door opened, revealing Julie in her usual attire.

"Ben! I haven't heard from you in ages! I was worried!" she gave him a quick hug.

"Sorry," Ben rubbed the back of his neck. "Some stuff came up."

"Plumber stuff?"

"Yeah," it wasn't a lie; it did involve Plumbers. "I just wanted to let you know that everything's okay. I've got some important stuff to take care of, so if you don't hear from me, it's not because I'm ignoring you."

"I understand," Julie smiled. "Anything I can help with?"

"No, but I appreciate the offer. I gotta go; my parents are probably going to kill me. I'll try to find some time for us to get together. Without alien stuff getting in the way for once."

"I'd like that," Julie rested her head on the door frame. "Now get out of here! Don't keep your parents waiting!" she laughed as Ben hurriedly transformed.

"See ya later, Julie," Jetray waved and took to the air.

"Bye!"

 

***

The house was eerily quiet when Ben arrived. He had expected his parents to tackle him with questions upon his return but he wasn't even given a 'hi, Ben!'.

"Mom? Dad? Are you here?"

No response.

Ben walked into the kitchen and noticed a note resting on the counter. 

_Ben,_

_Sorry we had to dash off so soon after getting home. Important meetings have come up and unfortunately we can't reschedule. We'll try to get back as soon as we can. There's left-over meatloaf in the fridge._

_Love you,_

_Mom and dad._

_Xoxoxo_

"How convenient," Ben murmured as he checked the date on it. _Yesterday. They wouldn't have even known I was gone!_

Ben took out the meatloaf and put it in the microwave. One easy dinner coming right up!

 

***

Ben pulled the blanket tighter around himself as a noticeable chill crept into the room. He rolled over and tried to get back to sleep. _Wait…!_

Realising what was going on, he sat bolt-upright, blanket still clutched around him.

"Hey," he smiled groggily at the dark silhouette standing at the foot of his bed. "You should really work on your entrances; had I not noticed your presence you would have given me a heart attack!"

"Sorry," Syvux apologised.

"Are you hungry? There's still some meatloaf if you're interested."

"No, thank you. How did things go with your friends?"

"I think they're still suspicious but they didn't say anything. We'd better lay low for a while. My parents won't be back for about a week so you can stay here. If we leave the curtains shut it should be dark enough that it won't affect you."

"Very well. Am I to accompany you tomorrow night?"

"It would probably be a good idea. I have school in the morning so I'm going to try to get some sleep. Make yourself at home but try to keep the noise down." Without waiting for a reply, Ben flopped back down on his pillow and closed his eyes, vaguely aware of Syvux moving into another room.

 

* * *

 

Ben awoke a number of hours later to the dull, monotonous ringing of the alarm clock beside his bed. Groaning, he rolled over and blindly switched it off. He lay still momentarily before convincing himself to get up.

He emerged, later, from the bathroom to find Syvux lying still across the couch. Ben smiled to himself and proceeded to finish getting ready.

 

* * *

 

 

School that day was neither interesting nor boring – it was just another day. He was, however, grateful when the end-of-school bell finally rang. Ben began his search for the teacher that had been his detention supervisor the previous week. After being redirected for the third time, he found himself standing outside said teacher's office door.

"Come in," a voice called upon hearing the knocks. He looked up from his papers as Ben walked in. "Ah, Mr. Tennyson," he folded his hands over his desk. "What can I do for you?"

"I kinda left my phone with you last week," Ben began. "I was wondering if I could have it back?"

"Of course!" the teacher opened a drawer and pulled out the small electronic device. "Try not to get into any further trouble, Mr. Tennyson," he held out the phone for Ben to take.

"I'll try not to," Ben looked down at his phone. The battery was dead. "Thank you."

The teacher smiled and shook his head as he watched the teen leave.

 

***

"Are you ready?" Syvux asked as he and Ben stood in the darkness of Ben's bedroom. It was almost midnight; time to put phase one of their plan into action.

"Yep," Ben took a deep breath. "Let's get going." He shut his eyes as a numb coldness spread throughout his body. It didn't subside into the normal subtle chill he was now accustomed to, but rather remained as it was. Strangely, Ben didn't find it unpleasant. His eyes opened of their own accord. He and Syvux were once again sharing a single body – the body of an Arkhirathi.

"You're in control of motor-skills, seeing how it's your body, so you have to listen to me if this is going to work. And remember, you're not allowed to hurt anyone. Understood?"

 _::Understood::_ Syvux confirmed telepathically.

"Alright. Let's go."

Their body instantly became intangible and invisible and they flew out through the window. It wasn't long before their destination appeared below them.

"Okay, this is it. We have to be as quiet as possible," Ben instructed.

Syvux guided them slowly through the roof of the RV, stopping a few centimetres off the ground.

_::Where should I begin the search?::_

"Try the obvious places: drawers, on the table, stuff like that."

With a quick glance at the sleeping form of Max Tennyson, the search began. Rather than risk waking the owner of the RV, they stuck their intangible head into the spaces, trying to locate with their eyes, rather than touch.

A loud snort halted them dead in their tracks. Still invisible, they turned their head away from the secret panel they were investigating and in the direction of the noise.

Max rolled over onto his side, giving another snort, before settling back down in his sleep. Ben released an inaudible sigh of relief as Syvux resumed the search.

 _::I don't think it's here::_ Syvux announced after 10 minutes of fruitless results.

"Argh! Those Galactica guards must have it! Do you have any idea where they could be?"

_::They would need somewhere secluded to hide their ship, but it would have to be nearby to allow them easy interaction with the Magister::_

"I think I know just the place."

 

* * *

 

 

Grem sighed as he flipped through the pages of the prison file for the hundredth time, hoping to find some clue as to the location of their charge. He knew he should have been resting like the other members of his platoon but sleep continued to evade him. Sighing again, he closed the file and pushed it towards the centre of the table. He got up off his seat and headed to his quarters, completely oblivious to the fact that he was being watched.

Syvux and Ben waited until they were sure Grem wasn't coming back before swooping down and quietly lifting the file off the table.

"Check to see if there's anything useful in it. This might be a good opportunity to hack the Plumber database if necessary."

Syvux did as he was told, sifting through the pages. _::It only tells us what we already know!::_

"Go over to the computer."

They floated over and pressed what looked to be the 'on' button. Ben silently hoped it wouldn't play some loud tune like a regular computer. His fears were for naught as he became increasingly aware that Syvux had done this before.

_::What are we looking for?::_

"See if you can find anything on your case; eye witness accounts, the reason the Plumbers were there in the first place etc."

Syvux continued typing and eventually managed to pull up a large document relating to his case. _::This wasn't in the file::_

"Is there a way of getting a copy without leaving evidence?"

_::I can try to–::_

Syvux was cut short as an ear-piercing scream shattered the silence. They quickly turned around to see a very startled Hinra pointing a blaster in their general direction.

"W-who’s there?!" she tried to make herself sound threatening. "Show yourself!"

 _::Time to go::_ Syvux closed the document and went intangible, flying out through the roof just as the other guards hurried to the shaking Uxorite's side.


	20. Chapter 20

Hinra opened her tired eyes and stared up at the dark ceiling. Only one thing stopped her from closing them and going back to sleep; she was thirsty. She protested internally momentarily before sliding back the blanket and leaving the warm confines of her bed. Her eyes drifted to the gun belt strewn over her desk chair. She didn't see any real reason in grabbing it; after all, she was only going to the kitchen. However, protocol clearly stated that she was required to wear it at all times (minus sleeping, bathing etc.). Hinra sighed, strapped the belt around her waist, and headed out into the hallway.

A flash of light caught Hinra's attention as she walked through the dark control room. She froze in place, slowly turning towards the light. She almost couldn't stifle the gasp threatening to release itself as she took in the sight.

The holographic control screen had been activated and it was clear from the quick opening and closing of confidential files and folders that it hadn't just accidentally been left on; there was someone else in the room. Someone invisible.

Hinra could feel the fear and anxiety rising within her. Was it the Arkhirathi? She knew they were capable of becoming invisible. What was it planning? Was it going to kill them? Related (and somewhat exaggerated) thoughts flooded her mind until she couldn't take it anymore. A horrible scream escaped her.

The flickering of files stopped abruptly. Silently thanking protocol, Hinra drew her blaster from her belt and aimed it menacingly at the empty space in front of the control panel.

"W-who's there?!" despite her best efforts, her voice shook noticeably.

Hinra flinched as the screen was suddenly switched off. The hallway door slid open and the other members of her platoon hurried to her side.

"Hinra! What's wrong?!" Grem asked.

"T-there was s-something here," she managed a whisper as she lowered her weapon.

"Something?" Silyon frowned. "What do you mean?"

"I-I got up to get a drink," Hinra began. "When I came in here the screen was on and someone was sifting through files."

"Did you see who it was?" Takren placed a hand reassuringly on her shaking shoulder.

"N-no," she shook her head. "They were i-invisible."

"We'd better call Magister Tennyson," Grem said seriously.

 

* * *

 

 

"Hello?" Max answered the incoming call on his Plumber's badge with a mentality of one who was still asleep; where he wanted to be.

"Magister Tennyson, we're sorry to bother you at such an hour, but we have a situation," it was Grem.

All tiredness he had been feeling vanished after hearing the urgency in the alien's voice. "What's wrong?"

"It might be best to speak in person…"

"Fine. I'll be there shortly."

 

***

The drive out into the desert where the Galactica guards had hidden their ship was uneventful and it wasn't long before Max was sitting with them at the round table in the ship's control room.

"Thank you for coming so quickly," Grem said.

As Max gazed at the faces around him, he noted that they looked as tired as he felt. "What's this about?"

The guards all turned to look at Hinra. She took a deep breath and retold what she had seen.

"So you think it might have been the Arkhirathi?" Max asked when she had finished.

"I did a little digging and was able to retrieve a list of the files the perpetrator accessed. This is the last document opened before the screen was deactivated," Hinra passed a single page over to Max.

"This certainly hints to the Arkhirathi," Max frowned as he quickly scanned the document. "But what I'd like to know is how it was able to find you here…and why it didn't attack you."

"Yes, that is suspicious. Do you think it's somehow getting inside help?" Grem agreed.

"Weren't you suspecting Ben Tennyson to have been possessed?" Petra queried.

"…That was before we confirmed it as being purely speculation," Max replied. "Still, I guess it wouldn't hurt to check." He grabbed his cell phone.

_Ring. Ring. Ring. Ring._

"…Hello?" a voice slurred.

"Hey, pumpkin. I know it's late…um, early, but I have a favour to ask."

 

* * *

 

 

Ben and Syvux came in to land in the darkness of Ben's bedroom.

"I can't believe it!" Ben grumbled as Syvux dissipated from his body and appeared before him. "We were so close to actually getting something useful!" he threw the file he had been holding beside him as he sprawled himself across his bed.

"It could not be helped," Syvux said dryly. Despite his words, he, too, was feeling agitated.

Ben sat up and picked up the file, opening the cover. The first two pages were just a basic profile – a photo in the top left corner and a basic summary or attributes, abilities and charges. The third page was a hand-written account of the incident of Syvux's escape from Galactica.

"It really doesn't tell us anything, does it?" Ben sighed.

"Unfortunately not," Syvux agreed.

"There must be a way to get that document."

A knock on the window made them both jump in surprise.

"Quick! Hide!" Ben hissed as he slid the file out of sight under his bed.

Syvux quickly made himself invisible and phased into the very cramped wardrobe. It wasn't the best hiding place but he wanted to know what was going on.

Ben quickly messed up his hair and threw his jacket on the floor before putting on his best 'tired-face' (not that it was hard seeing as he was exhausted) and opening the curtains.

His ears hadn't been playing tricks on him, for there stood Gwen with a very tired and grumpy expression plastered on her face.

"Gwen?" Ben tried to make himself appear as if he'd only just woken up as he slid open the window, a cold blast of air attacking him as he did so. "What are you doing here?"

"Grandpa sent me," she explained. A cold shiver ran down Ben's spine. Did they suspect him? "Can I come in?" Gwen's voice snapped him from his thoughts. "It's kinda cold out here."

"Huh? Oh! Yeah, sure. I'll meet you round the front."

Gwen turned and disappeared from sight while Ben closed the window and the curtains once again.

"Stay here," Ben whispered as he headed off to the front door. He promptly turned on a light and opened it, letting her in. "My parents aren't home so there's no need to be overly quiet."

Gwen raised an eyebrow but said nothing as she took a seat on the couch.

"So what's this about?" Ben remained standing.

"The Galactica guards think the Arkhirathi was on their ship."

"What?! Then we have to go after it!" Ben feigned surprised. "Are they okay?!"

"Relax, they're fine. It fled as soon as they noticed."

"Wait…it didn't attack them? Then why was it there? Did they see anything?"

"No…not exactly," Gwen said uneasily. "But Hinra saw something accessing their control panel. It must have been invisible."

"So it didn't attack them and no one saw anything. Are you sure it was even the Arkhirathi? Maybe she was sleep walking. And you still haven't told me why you're here. Surely this could have waited 'till morning."

"Hinra was able to retrieve the data that was accessed. They were all files relating to the Arkhirathi's case. That's enough evidence to suspect the Arkhirathi. What Grandpa's concerned about was how it was able to locate the ship."

The look Gwen gave him made Ben involuntarily frown. "Let me guess, the whole 'we think you're possessed' thing again, right? Or is it 'you're a double agent' this time? You already scanned me, remember? Besides, no one's even told me where those guys are hiding out!"

"You might not have done so willingly," Gwen stood so she was eye-level with Ben. "But the Arkhirathi might have possessed you and taken enough information to figure it out."

Ben was fuming. _How dare she make such an accusation?! Granted, she's kind of right, but that's not the point!_ "I'm not possessed." He said it calmly but his voice had a threatening tone to it. "I think it's time for you to go."

"I'm not leaving until I have proof you're not connected to this."

"Gwen, don't make me force you."

"It's just a scan!"

"I already told you! I'm. Not. Possessed!"

Gwen's eyes glowed pink. She was ignoring him. Not really thinking, Ben made a break for it. He made it to the doorway before a mana-lasso grabbed him around the middle and forced him to his knees. Unable to move, he could only sit there as Gwen stalked over.

"Let me go!" he snapped.

"Why did you try to run?" she asked.

"You won't believe me when I tell you there's nothing wrong and you try to scan my brain, expecting me to just sit here and accept it? Are you crazy?"

Gwen, despite Ben's protests, completed the scan with the same results as the last time. No Arkhirathi. Feeling slightly embarrassed, she released Ben.

"There! You did your scan. Are you happy now?" Ben raged.

Gwen averted her eyes. "Sorry," she mumbled. "But it was necessary."

"You've outstayed your welcome. I'm going back to bed," Ben didn't even wait for her to leave before turning out the light and leaving the room.


	21. Chapter 21

Ben waited in the silent darkness of his room for ten minutes after hearing the front door close. He felt bad for having yelled at Gwen like that, but she had hit too close to the mark than he was comfortable with. What was worse was the way she, not to mention everyone else, was treating Syvux. He wasn't the evil monstrosity they made him out to be. He was just…misunderstood. Not to mention not listened to. Ben couldn't believe that he was the first person in ten whole years who had taken the time to just stop and hear him out. Of course, the thought that it might just be some big trick had crossed his mind, but the raw emotion he had seen when Syvux had told his story was too powerful to have been faked.  
  
When Ben was sure that Gwen was no longer around, he opened his eyes and said in a voice just louder than a whisper, "You can come out now."  
  
There was a moment of silence before Syvux appeared in front of the wardrobe.  
  
"Your wardrobe is a mess," Syvux smirked. "Have you considered getting a case for those medals?"  
  
"I didn't say you had to hide in there. And I don't really want to display them."  
  
"I was tempted to come to your aid a few times there. She certainly doesn't know how to take 'no' for an answer," Syvux changed the subject.  
  
"I'm glad you didn't – you suddenly appearing in my living room wouldn't have done much for my case." Ben sighed loudly, "I'll have to apologise to her tomorrow."  
  
"Speaking of tomorrow," Syvux glanced at the small glowing digits on the alarm clock. "It's late and you'll have to get up for school in a matter of hours. I'll leave you to sleep," he made his way out of the room, phasing through the door rather than opening it.  
  
"Good night!" Ben called after him.

 

* * *

 

 

Gwen hugged her coat tighter around herself. She knew she could have handled the situation better, but it was no exaggeration to say Ben had overreacted. True she had found nothing in her search, but it had done nothing to douse her suspicions. In fact, it had added to them. It was understandable that he wasn't exactly thrilled to be suspected, but why had he tried to run? Gwen was sure there was more to it than Ben was letting on. She would have to keep an eye on him. She pulled out her Plumber's badge and contacted Grandpa Max.  
  
"Hello? Grandpa?"  
  
"Hey, Gwen. How'd it go?" came the reply.  
  
"He was home; by the looks of things I woke him up. He was really against letting me scan him again – he even tried to run!"  
  
"Run? Why? Do you think he's trying to hide something?"  
  
"That's the thing; he was acting really weird but when I did the search there was nothing there."  
  
"Hmm…We'll have to keep an eye on him. There might not be anything now but, from what you've told me, he wasn't in his right mind a week or so ago."  
  
"Maybe whatever happened to him had a lingering effect."  
  
"Maybe. You go get some sleep. I'll talk to you later."  
  
"Bye, Grandpa."

 

* * *

 

 

"Yo, Tennyson!"  
  
Ben looked up to see Kevin leaning against his car right outside the school.  
  
"Hey, Kevin," Ben smiled. "What are you doing here?"  
  
"Came to pick you up. Your grandpa called a meeting."  
  
Following Kevin's lead, Ben hopped into the passenger's seat.  
  
"We'll stop by Gwen's school and pick her up, then head on over."  
  
Ben shifted uncomfortably in his seat at the mention of Gwen's name. He knew it would be the perfect opportunity to apologise but the idea of confronting her so soon made him uneasy.  
  
Kevin glanced at him and raised an eyebrow at the sudden movement but, to Ben's relief, said nothing.

***

Gwen was waiting for them on the sidewalk outside her prep school by the time they arrived. It could be discerned from her facial expression that she hadn't expected Ben to already be seated in the car.  
  
"Hey, Gwen," Kevin smiled over his shoulder as she got into the back seat.  
  
"Hi," she replied.  
  
An uncomfortable silence once again filled the car. Kevin eyed the two cousins carefully, noting that neither one had acknowledged the other.  
  
"Did you two have a fight?" he asked.  
  
"No," Gwen refused to make eye contact. "Can we just go?"  
  
"Alright," Kevin didn't sound convinced as he started off down the road.  
  
"Hey, Gwen?" Ben said about three quarters of the way to their destination. He was staring at his feet but could tell that she was looking at him.  
  
"Yes?"  
  
Ignoring the occasional look from Kevin, Ben continued, "Sorry…about last night. I was tired and frustrated but that's no excuse for taking it out on you."  
  
Gwen's slight frown softened into a smile. An apology had been the last thing she was expecting, but she was grateful. "I'm sorry, too," she said. "I should have listened to you."  
  
"So we're cool?"  
  
"We're cool."  
  
"What exactly happened between you two?" Kevin asked.  
  
"It's not important," Ben reassured him.  
  
"Sure," Kevin wasn't buying that for a second. He made a mental note to ask Gwen later.  
  
Despite the reconciliation, the rest of the drive was carried out in silence.

 

* * *

 

 

"So I'm sure you all know about last night's incident," Max addressed each of his guests who had crammed themselves into the Rust Bucket.  
  
"What incident?" Kevin asked. No one else appeared confused so he assumed he was the only one who had been left out of the loop.  
  
"There was a break in on our ship," Grem explained. "We have reason to believe it was the Arkhirathi."  
  
"What?! And no one thought to call me? Wait…how come you guys all look uninjured, then?"  
  
"It was only after data files," supplied Hinra. "I accidentally alerted it to my presence and it fled."  
  
"Without a fight?"  
  
"Apparently," Ben sounded as unconvinced as Kevin.  
  
"Right. And, as such, a number of questions have been brought to mind," Max continued.  
  
"I was able to trace the files that were accessed – all of them were in relation to the Arkhirathi's case," Hinra held up a sheet of paper. "This was the last file accessed. It's a compilation of witness reports."  
  
Ben's eyes widened in shock. They had conveniently done the hard work for him! But if he was to take it, more suspicions would arise. And that was something he really didn't need at that moment.  
  
"As to why it was after such information is unknown to us and it seems that the prison file was also taken."  
  
"Maybe it wanted a list of the people responsible for its arrest," Kevin suggested.  
  
Ben frowned. It was a logical guess but not the correct answer; not that any of them would care. And it wasn't like he could just tell them they were wrong.  
  
"If that's the case, we'll have to warn them," Max replied. "Another concern we have is how it was able to locate the ship."  
  
Ben could feel several sets of eyes drift over to him but he resisted the urge to retaliate.  
  
"Unfortunately, we still have nothing to go on that gets us any closer to locating it."  
  
"So what are we supposed to do, then?" Gwen asked.  
  
"For now, all we can do is sit tight and hope that it shows up again."

 

***

"Ben, could you hang back for a bit? I want to talk with you," Max placed a hand on his grandson's shoulder as the others filed out of the Rust Bucket.  
  
"Sure, Grandpa. What's up?" Ben didn't like where this was going. He followed Max over to the table and the pair sat down.  
  
"How are you doing?" Max asked. He had decided that starting small was the best way to go about the situation.  
  
"I'm fine. Why?" Ben looked at him quizzically.  
  
"Well, after the incidents that have occurred over the last few weeks it wouldn't be strange to be feeling upset or confused," Max wasn't really sure what the teen was feeling, but he hoped his guesses were close enough to coax Ben into talking.  
  
"I'm really okay."  
  
Apparently not. "What about what happened the other day after the incident with the Forever Knights? Where did you go?"  
  
"I already told you; I went to clear my head. I needed to get away from Gwen and Kevin for a while."  
  
"Don't you think they had a reason for doing what they did? You know we care about you and only want to help, right?"  
  
"Look, I don't really know what happened to make them think I am – was – possessed. I know you care, and I'm grateful, but there's nothing I need help with. I'm perfectly fine!"  
  
"Alright then…" Max smiled. "But let me know if you ever want to talk about anything."  
  
"Will do. Can I go now?"  
  
"Yes, you can go," Max laughed.  
  
As soon as Ben had left, Max's smile faltered. He wanted to believe Ben, he really did, but the whole thing was too uncertain; there were too many unknowns that he wasn't comfortable with. After all, no one in their right mind would try to kill their friends and then forget all about it the next day. Something was up and, now that part A of their plan was underway, he would soon know what it was.


	22. Chapter 22

"He just left, heading in a southerly direction," Max's voice came through Gwen's Plumber badge.  
  
"Roger that," she replied, bringing up a small holographic map she was using to track the Ultimatrix.  
  
"Tell me again why we're wasting the afternoon spying on Ben," Kevin started the car's engine.  
  
"Aren't you worried that something might be controlling him? And it's not spying! We're just…keeping an eye on him," Gwen said defensively.  
  
"Sounds like spying to me," Kevin drove out of the side street they 'hadn't' been hiding in. "That's in the past, right? He said he was fine."  
  
"And you believe him?"  
  
"I don't see a reason not to. Besides, it's his business."  
  
"Kevin, he _attacked_ us!"  
  
Kevin knew he wasn't going to win this one. She had a point. He would never admit it, but he was a little worried. Just a tiny bit. So, he conceded to her scowl and drove after the flashing red dot on the map.

 

* * *

 

  
Ben flew as Jetray over the streets of Bellwood. It wasn't a big deal, but he hadn't expected Kevin and Gwen to drive off without him. It was still early and he had some time, so he decided to head over to Julie's. He had told her he was going to make some time to see her so what better opportunity than when he actually had time to spare? But as he flew towards her house, he couldn't escape one thought that kept popping up in his mind: what was the point of that meeting?  
  
All it had done was alert him to a situation he already knew everything about. In fact, the only on who gained anything from it was Kevin; why would they call everyone together just for Kevin's benefit? It's not like he or Gwen couldn't have filled him in. But what other reason was there? Unless…  
  
Ben's mind drifted back to the conversation he had had with Grandpa Max. He had been so insistent that there was something wrong and that they should talk about it. Ben could tell that he hadn't truly believed him when he said there was nothing to worry about. Was the meeting just a way for Grandpa Max to talk to him? No; if that were the case, he would have just asked to talk from the beginning rather than waste time with a meeting. Then what?  
  
It was almost like they were trying to make a point that they had nothing to go on…a false sense of security. _They know!_ Ben gasped. _At least, they think they do. Wow…they really underestimate me, huh?_  
  
Ben (still as Jetray) scanned the streets below. Unable to locate the familiar green and black of Kevin's Challenger, he laughed to himself. _They wouldn't be stupid enough to spy on me so soon!_  
  
He would have to warn Syvux later. For now, he would focus on Julie.

 

* * *

 

  
Julie flicked through the channels on the TV. She didn't have any tennis practice until tomorrow and all her homework was done, leaving her with absolutely nothing to do. She contemplated calling Ben but he had said that there was some stuff – Plumber stuff – that he had to deal with. She didn't want to disturb him. Besides, he had told her that he would find some time to hang out.  
  
Julie sighed and turned off the TV. _Such is the life of a girl whose boyfriend has 'saved the Universe' on more than one occasion. Has there been that many people out there bent on destroying it?_  
  
A sharp knock on the door snapped her out of her thoughts. She rose from her seat and opened it.  
  
"Hey, Julie," Ben smiled at her.  
  
"Ben! Hey! How are you?" Julie asked, flustered. She had just been thinking about him and, suddenly, there he was!  
  
"Not too bad. I was wondering, if you're not too busy, if you wanted to go do something?"  
  
"Sure, I'd love to! What did you have in mind?"  
  
"Nothing in particular…is there anything you want to do?"  
  
"Umm," Julie looked to the sky for inspiration. "How about the pier?"  
  
"Sounds good," Ben's eyes drifted to the empty street. "I'll…uh…go get my car. I'll be right back!"  
  
"Take your time," Julie called as Ben ran back down the path. "I'll go get ready!" she waited until Ben had flown off before closing the door. She couldn't contain the smile that had wormed its way onto her face as she headed into her bedroom.

 

* * *

 

  
Keeping track of Ben had proven itself harder than Gwen and Kevin had anticipated. He never seemed to stay in one place for long, and it was no help that he could move faster than the speed of sound. Well, Jetray could.  
  
But, after much frustration, they managed to hold his location long enough to track him to the pier.   
  
"What's he doing here?" Gwen asked as Kevin took the key out of the ignition.  
  
"Maybe he's taking some time off," Kevin suggested. He paused and pointed, "or, maybe he's on a date."  
  
Gwen followed Kevin's line of sight to see Ben standing with Julie a little way in.  
  
"You can't seriously expect me to spy on the guy while he's on a date, can you? I really don't need to see that."  
  
Gwen glared at him.  
  
"What? Julie's as clueless as we are; it's not like anything exciting's going to happen!"  
  
"It can't hurt to keep an eye of things."  
  
"And what if he sees us? How are you going to explain that? 'Oh, what a coincidence! Fancy seeing you here at the exact same time that we decided to come!' He's an idiot, but not completely stupid. There's no way he'd buy that!"

 

* * *

 

 

Ben's night with Julie had been perfect. No carnival rides had come to life and attacked them; in fact, it was a complete alien-free time. However, every now and then he would get the distinct feeling that he was being watched. Perhaps someone had decided to spy on him after all.  
  
"Thanks for tonight," Julie had her arm wrapped around Ben's as they walked back to where Ben had parked his car.  
  
"No problem. I'm glad that no alien business got in the way for once," he replied, scanning the car park for signs of a particular green Dodge Challenger. He shrugged off his concerns as paranoia and proceeded to take Julie home.

 

* * *

 

  
 ***** Gwen and Kevin had followed Ben and Julie throughout the night; doing their best to stay hidden from them but not look like stalkers to everyone else. When Ben had taken Julie on the Ferris-Wheel, Gwen and Kevin were there, three or four seats behind. When they had gone to get fairy-floss, Gwen and Kevin were there, hiding behind a nearby stall. When they had gone on the bumper cars, Gwen and Kevin were there, peering over the rail. When they had played balloon darts, Gwen and Kevin were there, being questioned by the authorities about their suspicious behaviour.  
  
Ben had almost caught them a number of times when he'd happened to throw a glance in their direction. It was like he could tell they were there, despite their silence.  
  
But now Ben had dropped Julie off at her house and begun heading to his own.  
  
"Why are we _still_ following him?" Kevin complained as he drove a good distance behind the DX Mark 10.  
  
"Because now he's alone," Gwen explained. "He's more likely to do something in our interest."  
  
"You mean to say the last two hours were a waste if time?!"  
  
Gwen smiled and shrugged sheepishly before turning her attention back to the road.

 

* * *

 

 

Ben pulled up in the driveway and turned off the ignition. He sat like that in silence for a moment, straining his ears for any kind of sound. He had felt like he was being watched the whole night and he was now only 80% sure it was paranoia. What if he was being followed? What if it was a Plumber? Or Gwen and Kevin? He would be leading them straight to the Arkhirathi! How could he warn Syvux without alerting them to his presence? For all Ben knew, it was just his mind getting carried away, but he wasn't going to take the chance.  
  
From his seat, Ben scanned the dark street. The feint silhouette of a car on the side of the road about 300 metres away caught his attention. _That wasn't there two seconds ago. And I would have noticed the headlights of another car. Unless they weren't turned on.._. Kevin was probably used to tailing people – Ben expected better from him. But maybe it was just them thinking he was stupider than he actually was. He contemplated going up to them and interrogating them but then a better idea came to mind.  
  
Ben got out of the car and headed for the house. He figured, once he was inside, he would have under a minute before his stalkers were within ear-shot. He unlocked the door and stepped inside to see Syvux sitting happily on the couch.  
  
"Attack me!" Ben whispered desperately.   
  
"What?!" Syvux looked at him wide-eyed.  
  
"Just do it! I'll explain later!" Ben reached down to the Ultimatrix and transformed. "Goop!" he yelled louder than necessary. Before Syvux had the chance to protest, Goop flung himself back out the door and landed on the pavement with a heavy splat.  
  
Gwen and Kevin, having heard his exclamation, were at his side in seconds.  
  
"What are you guys doing here?" Goop feigned surprise.  
  
"We –" Gwen gasped as a very confused Syvux stepped outside. "You!" she snarled, filling her palms with mana and getting into an attack stance.  
  
Kevin shared her angry shock, reaching down and coating himself in a concrete shell. Without even bothering with his usual banter, Kevin lunged forward, mallet-hands at the ready.  
  
Syvux floated into the air and looked down at the scene. Gwen had started shooting mana blasts at him but he turned intangible, the pink orbs flying straight through him.  
  
Goop launched himself towards the Arkhirathi, trying hard to think of a way to explain the situation to the poor, confused alien.  
  
" _I was_ having an awesome date with Julie!" Goop complained. "You must have _followed_ me home!"  
  
Gwen raised an eyebrow. She was used to Ben's constant chatter in a battle but his choice of statements were weird.  
  
"Now _I have_ to deal with you," Goop continued to rant. " _A_ deranged alien with some crazy _plan_!" he threw some acidic slime at Syvux despite his current intangibility.   
  
"Man are you in a bad mood!" Kevin mocked.  
  
 _Thank you Kevin!_ " _Trust me_ , you have no idea!"  
  
Syvux stared at the obviously insane Goop. Then it hit him. Finally having an understanding of the situation, he sprang into action. He was going back on his promise but he was sure Ben would forgive him.  
  
"Fools! Do you really think you stand a chance against me?" he allowed a sinister grin to split his face. " _I_ am an Arkhirathi! I have powers beyond what your puny minds could possibly _understand_!" Syvux raised a hand towards Kevin. "Know your place!"  
  
Kevin was pulled into the air and thrown mercilessly against a tree. Syvux then turned to Gwen as she shot yet another blast at their assailant. With a sneer, he thrust her aside where she crashed into Kevin, knocking them both back to the ground.  
  
"As for you," Syvux chided, glaring at Ben. "I have waited a long time to destroy you!" he opened his hand and quickly thrust it into a fist.  
  
Goop's anti-gravity projector shattered into a hundred pieces. Gravity quickly took effect and Goop became little more than an acidic green puddle of slime smeared across the grass.  
  
Before the Ultimatrix could regenerate a new one, Syvux gathered energy from the air around him, turning it cold, and sent a blast directly at the puddle. Laughing manically, he became invisible and flew away as fast as he could.  
  
"BEN!" Gwen hurried over to the steaming acidic slime, closely followed by Kevin.   
  
There was a flash of green as Goop reverted to Ben, his chest aching from the blast.   
  
"Are you okay?" Gwen helped him as he tried to sit up, only to fall back as he was racked by agonizing pain.  
  
"…Fine," Ben managed between clenched teeth. He tried again to sit up, this time managing to stay upright.  
  
"What happened?"  
  
"…I came home…from…being with Julie," Ben's chest heaved at the effort. "Arkhirathi…was waiting…for me…trap…" he was glad he didn't have to lie.  
  
"Come on," Gwen supported him as he struggled to his feet. "Let's get you into bed."

**Notes for the Chapter:**

> Secret message in this chapter. Can you spot it?


	23. Chapter 23

Ben lay on his back in bed, staring up at the ceiling. His chest ached horribly from where Syvux had blasted him. Syvux had caught on to what Ben had been saying, for he had replied with an 'I understand' but, right then, in his agony, Ben wondered if he really had. He would have to find Syvux later and confirm – if he could find the strength to move without intensifying the pain ten-fold. He almost sighed with relief when Gwen walked in with a glass of water.  
  
"How are you feeling?" she asked, sitting down on the side of the bed.  
  
"Terrible."  
  
"Well, this might help," she uncurled her free hand to reveal two small pills.  
  
Ben moved a hand to try and take them but instantly regretted it as a fresh wave of pain racked his body. He let out a small hiss through clenched teeth.  
  
"Don't move around," Gwen scolded. She put the glass down on the bedside table and repositioned herself so she was closer to his head. When she assumed the pain had died down enough, she gently lifted Ben's head, resting it on her arm.  
  
"Say 'aah'," Gwen instructed.  
  
Ben opened his mouth but refrained from the sound effects; the whole situation was embarrassing enough already.  
  
Gwen fed him the pills and held the water to his lips to allow him a drink and wash them down.  
  
"Thanks," Ben smiled weakly as he rested his head back on the pillow.  
  
"You're welcome."  
  
"How come you guys were so close by?" Ben asked, acting ignorant. If they wanted to think he was brainless, then so be it. He could use that to his advantage.  
  
Gwen thought hard for a believable excuse but nothing came to mind. She opened her mouth to speak but was saved when the door opened and Kevin walked in. He was holding a cardboard tray containing three blue cups.  
  
"Here, Tennyson," he took one of the smoothies out of the tray and held it out to Ben. "I got you the most sickening smoothie on the menu."  
  
Gwen took it before Ben had the chance to try and move again.  
  
"Thanks, Kevin," Ben took a sip when Gwen held the straw close to his face.   
  
"That Arkhirathi really did a number on you, huh?"  
  
"It's no big deal. I'm sure I'll be able to move around a bit in an hour or so." _When the pain killers kick in._  
  
Strangely enough, the pain was almost alarmingly familiar. Was there something Ben's body remembered that his mind could not?  
  
Kevin passed Gwen her smoothie and took a sip of his own. "What was it doing in your house?"  
  
"Like I said, it was there when I opened the door. It must have followed me or something," Ben explained.  
  
"But why attack _you_? I mean, sure it's attacked Plumbers before – even took out two bases – but why attack you and not the guards from Galactica?"  
  
"It took out two bases?!" Ben asked, alarmed. He had not been informed of that.  
  
"No one told you?" Gwen spoke this time.  
  
"No…"  
  
"Two of the big Plumber bases were attacked by the Arkhirathi. It took its time, taking out anyone it came across. It was still there in the second base when we arrived."  
  
"What?!"  
  
"It even attacked us," Kevin added. "For a moment I thought we were goners."  
  
"It went to shoot me but stopped and disappeared. We don't understand why, though. I think it knew that I wouldn't have been able to defend myself but it didn't finish me off," Gwen fiddled with the cup in her hands.  
  
The room fell silent. Ben now had a lot of questions to ask Syvux. When he next saw him. He wondered if his lost memories had something to do with it. He silently wished he could get them back.

 

* * *

 

 

After and hour or so, Kevin and Gwen left, leaving Ben to lie in brain-numbing boredom with a million questions but not a single answer. The sky outside grew darker and darker until the only light in the room came from the street light outside.  
  
Ben tensed as a chill came over the room. Syvux was back. But no creepy alien form appeared before him. He had chosen to remain invisible.  
  
 _::I saw your friends leave but I'm not taking any chances::_ he explained telepathically.  
  
"Fair enough," Ben replied quietly. "I have a bunch of questions to ask you," he struggled into a sitting position. The pain killers had done their job well.  
  
 _::You always have questions::  
  
_ "Did you really understand what I was saying?"  
  
 _::Yes. You warned me that you were followed and that I should trust you::  
  
_ "Okay…then why did you have to blast me so hard?" Ben gestured weakly to his chest.  
  
 _::I had to make it look believable. Besides, it didn’t do so much damage last time…must have had something to do with the vulnerabilities of the polymorph form you had selected::  
  
_ "Last time? So you've blasted me before?"  
  
 _::Yes::  
  
_ "I assume that's one of the memories you erased?"  
  
 _::Yes. At that time I was attempting to possess your body for my own needs. You fought back::  
  
_ "Are you able to give them back?"  
  
 _::I can try…Ask your questions first::  
  
_ "You attacked and destroyed two bases?"  
  
 _::That was before my promise to you. I was simply enacting my revenge. Assuming all goes to plan, it shouldn't happen again::  
  
_ That didn't reassure Ben like he thought it was supposed to. "Not that I'm complaining, but why didn’t you finish off Gwen? You were given the perfect opportunity."  
  
 _::That was because of you::  
  
_ "Huh? What do you mean?"  
  
 _::I was using your body, but my form, at the time – like when we went to the guards' ship. You were effectively in my mind, albeit unconscious. However, despite your state, your subconscious had enough influence to prevent me from killing anybody; the other Plumbers included. The conjoined state also meant that my usual weakness of light had no effect on me::  
  
_ Ben like the thought that he was rubbing off on Syvux. Maybe it meant that there was a chance that he would change his mind about wanting to destroy the Plumbers.  
  
 _::Any other questions?::  
  
_ "Uh, no. But I did want to tell you that the guards printed a copy of that document we were after."  
  
 _::How convenient::  
  
_ "We'll lay low for a while before making another move. I think this stunt has really played in out favour; lowering suspicions."  
  
 _::Very well. I'll leave you be for a time and return when I deem the situation safe enough for further actions. Are you ready?::_  
  
"Yes," Ben shut his eyes as a cold hand latched onto his forehead (or through it; he couldn't really tell). A sharp pain erupted at the back of his skull and a bunch of pictures and scenes flashed through his mind. The coldness receded and he slowly felt his consciousness drift away.

 

* * *

 

 

The inhabitants of the planet Vosnar stood in a massive huddle within the walls of the fortress courtyard, barely any space between them. They had thought that their security design was flawless – that no one would be able to break into the fortress. They had thought wrong. And now they were paying dearly for their mistakes.  
  
They had been stripped clean of any items remotely resembling a weapon and guards stood alert at outposts on the surrounding wall, their blasters aimed towards the crowd. There was no way to strike back. They would just have to follow orders and hope that their new overlord would show them mercy.  
  
All of the inhabitants looked up towards a large balcony a story above them on the fortress's main building. A tall figure dressed in a flowing black cloak with the hood drawn up to conceal his masked face stepped into view. He was closely followed by a shorter figure also dressed entirely in black; an evil sneer stretched his rubbery blue face, revealing a set of sharp pointed teeth as he scanned the courtyard below.  
  
"All those who value their lives listen well, for I shall not say this again," boomed the first figure.  
  
An eerie silence fell on the crowd.  
  
"This planet and all it contains are now under my control and power," he continued. "This includes yourselves." He gazed at the terrified faces staring up at him. "A quantity of my guards will remain behind after my departure, but know this: if you think this an opportunity to rebel, you are sorely mistaken. Each of my guards is the equivalent of one hundred men and they will not hesitate to shoot if even a single toe is stepped out of line.  
  
"You are to act as though nothing has changed. There's to be no suspicion directed towards this planet. I need not remind you of the consequences of intervention; you all know the story of the Plumbers who dared to step foot on Diasta. Consider this your only warning."  
  
"Very well spoken, master," the rubbery blue figure hurried after his 'master' nervously as they turned and left the balcony.  
  
The leading figure gave no indication that he had heard.  
  
"Forgive me, master," the blue alien continued, "but what is the next stage in you most glorious plan?"  
  
"…The Plumbers are becoming a problem. They continue to dig their noses in where they do not belong," replied the tall figure.  
  
"Ah, shall I send a troop to eradicate them for you, master?"  
  
"I do not want a scene to be caused; that will only alert them to my actions."  
  
"Of course, master. What do you propose for resolving this issue?"  
  
"We repeat the strategy of Diasta. Select the finest soldier in our ranks and give him these," the figure reached into his cloak and pulled out a sealed envelope and some kind of mask.  
  
"As you wish, master," the blue figure bowed, carefully took the two objects and hurried out of sight.  
  
Content that the Plumbers would soon be a problem of the past, the cloaked figure allowed a smile to creep onto his concealed face as he continued down the hall, preparing for his departure.  


**Notes for the Chapter:**

> Message was:  
> 'I was followed. I have a plan. Trust me.'  
> 'I understand.


	24. Chapter 24

Ben woke with a dull headache and a numb pain in his chest. He hardly noticed this, however, instead focusing entirely on the knowledge he now remembered he had forgotten. His memories were back. He could clearly recall his first encounters with Syvux – which mostly involved getting his butt kicked – the struggle in trying to maintain control of himself and, worst of all, the heart-stopping fear that always overwhelmed him even at the slightest thought of Syvux.  
  
 _No_ , Ben mentally shook his head. _There's no reason to be afraid anymore. He's not going to hurt me or anyone else_.  
  
Ben just hoped that old feelings didn't resurface when he next encountered the alien.  
  
Ben ran a hand through his matted hair and managed to push himself into a sitting position with little difficulty. No amount of discomfort would change the fact that it was a school day so, with a sigh, he threw his feet over the edge of the bed and stood up. Grumbling to himself, he grabbed some clean clothes and shuffled into the bathroom.  
  
As he pulled off his shirt, Ben caught a glimpse of himself in the mirror. He paused and examined his chest where the blast had hit him. It was raw red and closely resembled a burn. He hoped it wouldn't scar. Ben made a mental note to choose Swampfire next time he used the Ultimatrix; it might help heal him like it had the last time.  
  
Soon he had showered and eaten and was on his way to school.

 

* * *

 

  
Retkar turned the corner of the hallway he was following. He was yet to encounter any Plumbers, but once he was able to find one on their own, his true mission would begin. As if on cue, a woman – apparently human – exited from a side door. She jumped with fright at the sight of him and reached for the blaster strapped to her belt. Before she even had the chance to grip the handle, Retkar had fired his own miniature gun-like weapon and the woman had collapsed to the ground.  
  
Retkar sheathed the gun and walked up to the limp body of the woman. Reaching into his jacket, he pulled out a white mask and held it just above the woman's face. A kind of beam shot out from the blank eyes and scanned her lifeless face. Once the beam had disappeared, Retkar placed the mask over his face. There was an intense moment of nothingness before his masked appearance morphed into a perfect, identical copy of the woman on the floor. He was slightly annoyed that the first Plumber he had seen was a woman (disguising himself as a woman was a little unsettling), not to mention a human – a species that lacked any noteworthy abilities or skills – but it was better than nothing.  
  
With his new disguise, Retkar no longer had the air of someone who didn't belong. He carefully searched the woman's body, taking her Plumber's badge and her blaster, which he strapped to his waist. He then pulled out a map of the ship on the badge and located the nearest storage closet and casually dumped the body inside. With a bit of luck, it would be a while before anyone found her.  
  
As he walked through the ship towards the central control room, Retkar was greeted by a number of Plumbers who were no doubt close with the origin of his disguise.  
  
"Angeline!"  
  
Not recognising the name, Retkar continued on. He almost pulled out a hidden knife and swung out when a firm hand gripped his shoulder. He quickly spun around to face a tall green alien with large yellow eyes and a bald head.  
  
"Angeline, are you alright?" he asked, a hint of concern in his voice.  
  
"Oh, sorry, I didn't hear you," Retkar didn't know Angeline's usual vocabulary and silently willed himself not to give himself away.  
  
"Where are you headed? I was under the impression that you were heading back to your room."  
  
"Uh…I decided to go for a walk to clear my head," Retkar quickly improvised. It felt weird to have a woman's voice come out whenever he spoke.  
  
"The only thing in this hallway is the control room. Could you perhaps be visiting Leroy?"  
  
"Yes! Yes, that's right. I'm going to see Leroy."  
  
"Then I shan't keep you. Make sure you get some rest, though," and with that, the unsuspecting Plumber turned and headed off in the opposite direction.  
  
With a sigh of relief, Retkar continued on. It wasn't long before he found himself staring at a large, almost circular set of metal doors. He scanned his stolen Plumber's badge on the panel beside the door and, once it was open, stepped inside.  
  
The control room was filled with Plumbers of all different shapes and sizes; many of which Retkar didn't recognise. A large computerised panel stood against the far wall and a large screen showing their orbital course hung from the ceiling above it.  
  
Retkar's mission was simple; all he had to do was attach the device and return to his ship. The only problem was doing it without detection.  
  
Trying to look casual, Retkar strolled forwards, placing a hand into the pocket of his pants (that were currently disguised as a Plumber's suit) and wrapped his fingers around the button-sized device.  
  
"Angeline, what are you doing in here?"  
  
Retkar turned to the source of the voice. A young man was standing behind him. Like Angeline, he was human and had wavy locks of blonde hair.  
  
"I came to see Leroy," he decided to stick with the story that he had previously been supplied with. At the strange look he received from the man he quickly corrected himself, "er, you! I came to see you!"  
  
"You're acting strangely," the man, apparently Leroy, raised an eyebrow. "Why don't you go lie down?"  
  
"I, uh, wanted to check the course," Retkar spun on his heel and walked over to the control panel, looking up at the screen. He leant forwards and gripped the edge of the panel for support, subtly attaching the device to the underside.  
  
"It's no different than usual. Are you sure you're okay?"  
  
Seeing this as a perfect opportunity to leave, Retkar turned and said, "you know what? I am feeling a little light headed. Maybe I'll go lie down after all."  
  
Getting out and back to the escape hatch he had entered from was much easier than he had expected it to be. Retkar only came across a handful of Plumbers and none of them even bothered to take a good look at him let alone wonder where he was going. As soon as he had climbed out of the escape hatch and was standing on the outside of the Plumber craft, he removed the mask, instantly reverting his appearance to the muscular, reptile-like alien he had always been. Unlike most species, his suffered no discomfort from being exposed in space.  
  
Retkar swiftly jumped off the space craft and hovered happily in the endless void of inky blackness until he was no longer in radar range of the Plumbers' ship. He then pulled out a small remote and pushed a series of buttons. It was only a few moments before his own, much smaller, ship came to a halt beside him, allowing him into the single-seated cockpit.   
  
Comfortable and a safe distance from the Plumbers, Retkar pushed another button on the remote. There was a horrifyingly loud bang and a blast or orange and red as the Plumbers' ship, only just still visible, exploded into a million pieces.  
  
Retkar grinned at his success as he set the coordinates of his next destination and headed off. His superiors would be glad that progress was going smoothly. And they should expect as much; after all, he wasn't the greatest soldier in the fleet for nothing.


	25. Chapter 25

Gwen sighed to herself as she gazed out the window lazily. The whole incident with Ben and the Arkhirathi the previous night had really blown apart any theory she had been able to come up with. The alien had done considerable damage; Ben couldn't even move without being racked with pain. Surely no friend or ally would cause such pain to their team mate. _I mean, Kevin and Ben fight sometimes and they're team mates who used to try and kill each other, but they never do that much damage to each other._  
  
Sure, it could have been an act to throw them off, but they had been parked only a few hundred metres away; there was no opportunity for them to formulate a plan without suspicion and detection by her and Kevin.  
  
Kevin noticed her obviously distressed mood and took a glance at her before returning his attention to the road.  
  
"So the Arkhirathi isn't possessing Ben," Kevin said in a light tone as if to say 'so what?'. "Like your Grandpa said ages ago, we should be grateful."  
  
Gwen turned and stared at Kevin's profile. "But then what's going on with him? He didn't act the way he did all those times out of free will. Something must have been controlling him!"  
  
"He's pretty insistent that it was nothing," Kevin replied.  
  
"And that is such an obvious lie! There must be a way of finding out."  
  
"You could try and go through his memories," Kevin suggested but they both knew it would be a bad idea. "Come on, Gwen. If there was something going on with him he would talk to us." Even as he said it, Kevin was doubting his own words. Ben _had_ tried to talk to them; Kevin specifically. He wondered what would have happened if he had taken the time to actually listen to what Ben was saying. Would he have found out exactly what was going on? Could he have prevented this whole mess? There was only one way to find out.  
  
"Thanks, Kevin," Gwen shook him from his thoughts as they pulled up outside her house. "You want to come in and watch a movie, or something?" she asked as she opened the door and hopped out.  
  
"I'll take a rain check," he said apologetically. "I think I'm gonna go and have a chat with Ben."  
  
Gwen looked at him skeptically. "Are you sure that's such a good idea?"  
  
"Remember when I told you that he tried to talk to me once?"  
  
Gwen nodded.  
  
"I want to see if I can get him to repeat what he told me. Maybe it'll help figure some stuff out."

  
Gwen said nothing in response, only nodded again and shut the car door. She watched in silence from the sidewalk as the green Challenger set off towards Ben's house.

 

* * *

 

  
When Kevin pulled up outside Ben's house, he was pleased to note the black DX Mark 10 parked in the driveway; Ben was home – unless he'd flown off as Jetray or something.  
  
Picking up the smoothies he had bought (a kind of bribe), he got out of the car and headed up to the front door. Unsure of whether Ben's parents were home yet, Kevin opted for ringing the doorbell rather than breaking in like he normally would. There was the sound of movement on the other side of the door before it swung open to reveal Ben; fully dressed in his usual attire and reasonably neat hair – a sign that he had been able to get out of bed and gone to school.  
  
"Hey, Kevin," Ben gave a small smile.  
  
"Hey," Kevin followed Ben as he turned and headed inside. "How are you feeling?" It wasn't like him to really care about that kind of thing, but he thought it would be a good idea to put Ben in a good mood if he wanted straight answers out of the younger teen.  
  
"I'm okay; still a bit sore, but I can move around pretty easily," Ben took a seat on the couch where he had been watching Sumo Slammers. Kevin stood awkwardly watching him for a moment before putting the smoothies on the coffee table and taking a seat beside him.  
  
"I wanted to ask you something," Kevin began.  
  
Ben's gaze shifted from the TV to Kevin, a small frown on his face. Kevin recognised it as a look of foreboding…or was it just confusion? It was hard to tell. When Kevin didn't continue right away, Ben prompted him with, "yeah?"  
  
"That time, a while back, you came to me while I was working on my car. You were trying to tell me something but I wasn't really paying attention. I was wondering if you'd mind trying to tell me again." There. He'd said it. He, Kevin Levin, had started a very unmanly conversation that automatically set him out of his comfort zone. He was never one to talk about dreams and feelings, but this was necessary. It wasn't something he could leave to Gwen, after all, Ben had chosen to come to _him_ , not her.  
  
Ben was silent for a long while, simply staring at Kevin. He would have thought it to be disbelief that was expressed on Ben's face, but it was more like he was tossing up how much to say, if anything at all. After a minute or so, Ben finally seemed to come up with an appropriate answer.  
  
"It's not important."  
  
"It seemed important at the time!" Kevin protested. He wasn't going to let this go.  
  
"Yeah, and now it's no longer important. I dealt with it, and now everything is fine," Ben seemed firm in giving him only vague answers.  
  
"Is it really such a big deal to tell me again, regardless of relevance?"  
  
"Why are you so interested? Besides, you were the one that said you weren't the right person to talk to about that kind of thing. If you really wanted to know, you would have listened when I came to you." Ben was still frowning and hadn't even thrown a side wards glance at the two smoothies left untouched on the table.  
  
"I'm sorry, okay?"  
  
Ben's frown instantly turned to surprise. That wasn't what he was expecting to hear, especially from Kevin. Kevin NEVER apologised. For anything. "Look," Ben tried to reassure him. "It's really nothing. Everything's fine now."  
  
" _Now_. But what about _then_? Everything was clearly not 'fine'. What's going on with you? Why won't you talk to us?"  
  
"There's nothing to talk about! Nothing is going on!"  
  
Kevin didn't fail to notice the slight twitch in Ben's left eye. Ben seemed to notice it, too, and quickly added in a much calmer tone, "I was just having a few nightmares, that's all. But it's fine, now. They're gone."  
  
"What kind of nightmares?" Kevin asked in an equally calm tone.  
  
"Just bad dreams. Everybody has bad dreams sometimes. It's fine. You can stop worrying."  
  
There was more to it than Ben was letting on, but Kevin was wise enough to know that this was a good time to drop it. He could always try and find out a bit more, later. For now, he would let Gwen know what he had learned. Maybe she had some insight that would help them.  
  
"Alright then," Kevin reached forward and grabbed one of the smoothies. He didn't like Sumo Slammers, but felt it would be a good idea to spend a bit more time with Ben, so it wouldn't look like he had only come to interrogate him.

 

* * *

 

  
Kevin had left a few hours ago, leaving Ben to sit by himself. He was honestly surprised that Kevin had tried to find out about the nightmares. Were they still suspecting him, or did they just think that they might have something to do with the whole situation with Ben's strange actions and Syvux? Either way, he was careful not to give out too much information. If he had of told Kevin that he used to have nightmares about the Arkhirathi and that they weren't actually nightmares at all, it would certainly work against his favour.   
  
Ben turned off the TV and looked out the window. A guy had finally come to replace the glass that day, while Ben had been at school. He thought it wasn't such a great idea to let strangers into their house while no one was home, but his mom had been pretty trusting of the guy. And, as far as he could tell, nothing had been taken.   
  
The dark sky didn't show nearly as many stars as Ben knew were visible, many being hidden by the light of the street lights. But their light wasn't enough to hide the small flash, like a star had suddenly appeared and disappeared in quick succession. He was sure it was just a plane or something, but it still gave Ben an uneasy feeling.   
  
But then something else caught his eye; a small streak of light, like a shooting star, quickly falling towards the horizon. That was definitely not normal. Shooting stars, and even a plane, would go in a more horizontal or diagonal direction, not straight down – and not at that speed.  
  
Feeling the need to investigate, Ben flicked through the Ultimatrix, selecting Jetray and headed outside. He watched the light until he could no longer see it before shooting off in the direction it had gone.  
  
  
The light had taken Jetray to a large dune out in the desert a ways away from Bellwood. The sight that greeted him was something he should have expected, yet somehow had not crossed his mind.  
  
A small spaceship had landed behind a large dune. It looked only big enough for a single person – or alien – and was black in colour. He decided the safest thing to do at that point was to remain in the air until whatever was inside came out (the ship didn't look like it had crashed, so he assumed that its pilot would be okay).  
  
The hatch opened and a large, muscular reptile-like alien stepped out. It was army-green in colour and large, pointed teeth stuck out the sides of its large jaws. It noticed Jetray almost instantly and looked up with incriminating eyes.  
  
But that was all it did. It just stood there and stared up at him, as if waiting for him to make the first move. Jetray landed lightly on the sand and reverted himself to his human counterpart.  
  
"I'm Ben Tennyson," Ben introduced himself to the alien, which was now looking at him with intrigue. "Can I help you with anything? Need supplies, or directions?" He was fairly sure by now that the alien meant him no harm; it would have attacked already if that were the case…right? And what threat could a single alien cause? Ben's mind drifted to the many 'single' aliens – and people – who had caused plenty of harm and immediately regretted offering help without being sure of what this stranger wanted.  
  
"Are you a Plumber?" the alien's voice was deep and English was clearly not his native language.  
  
"Uh, yeah," he held up the face of the Ultimatrix to show the intergalactic peace symbol it displayed. "Are you?"  
  
A sinister grin spread across the alien's face. "No," it snickered. "But you can help me."  
  
Without warning, the alien lunged forwards, gun suddenly in hand, and began shooting rapidly at Ben. He barely had time to recognise the change before he was reaching down for the Ultimatrix, all the time trying desperately to dodge each of the stranger's attacks.  
  
"Humungousaur!" he exclaimed as the flash of green subsided, leaving a large dinosaur-like creature standing in its wake. No longer needing to dodge the blasts, Humungousaur dashed forward, ignoring the pain that had surged in his chest, ready to show the alien not to mess around with Ben Tennyson, savior of the Universe.  
  
The alien's grin only seemed to increase at this new development. "How many beings can you change into?" it asked slyly.  
  
"Only one list is unlockable at a time, so ten!" Humungousaur replied, not really thinking that this could potentially cause some problems.  
  
"Interesting," the alien put away his gun and pulled out some kind of laser sword. It was a broadsword and the blade was made out of semi-transparent red light. He swung out at Humungousaur, who deftly caught the blade between his hands.  
  
Humungousaur gave a loud yelp and quickly released the blade, looking down at his hands. Deep cuts ran across his palms, blood seeping steadily from the wounds. He had not expected this. Thinking a different alien would have been a better choice for this opponent, Humungousaur slapped the Ultimatrix symbol on his chest, turning himself into Swampfire, which he announced with his usual exclamation.   
  
The alien only seemed to gain greater enjoyment out of their fight, but each time he managed to get a strike in on Swampfire, the wounds quickly healed and the limbs reattached. Swampfire, getting irritated by the ceaseless attacks, conjured a large ball of fire and flung it at the alien. It hit its mark with roaring fury, but when the flames subsided, the alien was left standing completely unharmed.  
  
"You'll have to do better than that," it laughed hoarsely.   
  
Taking it as a challenge, Swampfire through a handful of seeds towards the alien, which instantly turned into vines that crawled up towards the enemy, trying to capture him in their deathly embrace.  
  
The alien was quick to react, however, easily slicing the vines down to size with his menacing sword.  
  
Once again feeling the need to switch aliens, Swampfire reached up and hit the Ultimatrix symbol. This time he had chosen Echo Echo. Not wasting a single second, he duplicated himself several times and ran to make a circle around the enemy. The alien was now grinning so broadly that his sharp teeth were clearly visible in his maws. He didn't seem at all fazed by the numerous small, silicon aliens glaring up at him. In fact, he hadn't had this much fun with an opponent for a long time.  
  
"Echo chamber!"  
  
The alien was instantly pummeled by a loud blast of high pitched sound on every side. He grabbed his forehead in his hands and groaned at the sudden pain threatening to split his skull. This fight was getting out of hand. If he didn't think fast, he was going to lose the glorious opportunity that had presented itself. He didn't like to use such underhanded tactics, but he was running out of choices.  
  
The alien suddenly threw his sword towards one of the Echo Echoes, disintegrating him where he stood. Then, he once again pulled out his gun and shot out at them until there was only one left standing. He knew that it wouldn't take much to kill the being – only a single shot – but he had something else in mind.  
  
Reaching into his jacket, the alien took out a small round ball the size of a marble. Without a second's hesitation, he pelted the ball towards Echo Echo.  
  
Echo Echo stood in shock as the small ball collided with the ground in front of him. He was about to laugh and say 'you missed', but it erupted into a great cloud of smoke that consumed his vision and entered his system, sending his mind into a daze.   
  
Echo Echo returned to being Ben as he was overcome with dizziness. He fell back, landing heavily on the sand. He couldn't think straight. Everything around him seemed to be blurring into a single splotch of colour as he felt himself dragged onto the verge of unconsciousness.  
  
As he felt his heavy eyelids close, he saw the alien he had just been fighting looking down at him with a sinister expression plastered on his scaly face. He reached into his jacket, pulling out some kind of white mask, then all faded to black.  



	26. Chapter 26

Ben opened his eyes to darkness. Dazed and confused, he tried to remember the events that led to him now being located in some unknown place. The alien. He had come across some kind of alien and they had fought. He remembered some kind of smoke bomb, then nothing.  
  
It was with increasing anxiety that he raised his head and glanced around, trying to determine the situation. He was alive; that was one thing. He wasn't sure why, but at that point he was grateful. Judging from the numb pain in his arms, Ben figured they were tied above his head. He was sitting on the cold concrete ground and there was a noticeable chill in the air. Looking up, he couldn't see the sky or the stars, so he figured he had to be inside somewhere.   
  
As his eyes adjusted to the light (or lack of), Ben noticed a small window high above opposite of where he was sitting. Light from nearby street lights filtered through, illuminating a small section of the room. There were a number of empty boxes scattered around the place and randomly placed pieces of busted machinery. _I must be in some kind of factory_ , Ben concluded.   
  
Having his hands tied above him and out of site, Ben had no way of knowing if the alien had been able to remove the Ultimatrix nor was he able to fish around in his pockets for his phone. He was completely helpless.  
  
Ben was vaguely aware of the slight hunger he was feeling, suggesting he had been there for a couple of hours. Then again, he was a teenager, which meant it might have only been twenty minutes. Nevertheless, he was willing to settle on the idea that it had been a few hours.  
  
Even with his newfound understanding of the situation, he was still panicky and so it came as no surprise that he flinched when footsteps made themselves known as they headed in his direction.  
  
Ben gazed to the side as a tall, reptilian figure emerged from the shadows.  
  
"So, you're awake," the figure said monotonously.  
  
"Who are you? What do you want?" Ben snapped, sounding far more confident than he felt.  
  
"That is of no importance."  
  
 _Where have I heard that before_ , Ben thought sarcastically.  
  
"What I want is for you to tell me how to use that watch of yours. I got a nasty shock when I tried to force it to reveal its secrets."  
  
"Forget it! I'm not giving you the Ultimatrix!"  
  
The alien gave an expression of being hurt. "I do not seek how to use it so that I may take it from you. No, when it is time for me to return to my master, I will simply cut it from your arm."  
  
Ben felt chills run down his spine. It wasn't the first time that his enemies had threatened to cut off his arm, but there was something about this one that really unsettled him. Was it the fact that he was tied, unable to move and completely at the alien's mercy? Or was it the air that the alien gave off; as if he would do the deed without a second thought? _Both_ , Ben decided. It was definitely both.  
  
"I have been able to successfully scan you, but in order to pull off this plan, I require the signature of at least one or two of the beings that device enables you to turn into," he continued, completely unaware of the storm of emotions going on inside the teenager's mind. "So, either you tell me how to use it, or I'll simply cut it off now and figure it out for myself. Honestly, the latter sounds like the more convenient option, however I still have use of you; can't have you dying from blood loss before I'm done, can I?"  
  
Another chill. The way the alien was able to speak of these things while maintaining a straight face was more unnerving than the whole concept of having his hand cut off and dying of blood loss.  
  
"I won't tell you anything," Ben said defiantly.   
  
"Pity," the alien pouted and pulled out a small wallet. He flipped it open and looked down at it. "This photo," he sneered. "Could it be that this is your mate? It would be such a pity if something were to happen to her."  
  
Ben glared at the alien.  
  
"And this," he pulled out Ben's driver's license and held it up. "I believe this card gives me the details of your home address. Considering your age, and general human behaviour, I am led to believe that it is likely you still live with your family. I'd hate for something terrible to happen to them." His face split into a wicked grin upon seeing the expression his rant had put on his captive's face.  
  
"Don't you dare lay a finger on them!"  
  
"Tell me what I wish to know and I won't have to."  
  
Ben thought long and hard. Revealing the instructions to use the Ultimatrix to an obvious psychopath was not a great idea, but he couldn't let his stubborn heroism be the cause of any harm to the people he cared about. If he did tell the alien how to the Ultimatrix, he might transform Ben into one of his aliens, giving him an opportunity to escape.  
  
"Fine," he murmured submissively. "Press the button, turn the dial and then slam it down," he instructed in an almost inaudible voice but it was enough for the alien to understand.   
  
Unaware of the plan Ben was forming in his mind, the alien reached out and followed the instructions he had been given. There was a flash of green as Ben was transformed into Spidermonkey.  
  
As soon as the glow subsided, Spidermonkey began pulling on the restraints that bound his top pair of arms. While he tugged, he lifted his tail and shot a web at the alien. The alien, seemingly having expected this, easily stepped out of the line of fire and grinned to himself.  
  
Not perturbed, Spidermonkey continued yanking on his bonds. A sudden jolt of high voltage electricity flooded through his body, burning him from the inside. He cried out in agony from the sudden attack, falling limp once it had subsided. The alien had planned for this.  
  
"I admire your courage," the alien pulled out the white mask Ben had seen before he passed out and held it up in front of the blue monkey alien. "But you will not be escaping from here."  
  
Spidermonkey looked up as a beam shot out from the blank eyes of the mask and scanned his body. He didn't feel a thing, yet found the whole process disturbing.  
  
Once the beam had disappeared, the alien stepped forwards once again and pressed the Ultimatrix symbol in the centre of Spidermonkey's chest. Spidermonkey tried to raise his second set of arms to defend against the alien, but the electric jolt seemed to have paralyzed him. There was another flash of green as Ben transformed from Spidermonkey into Lodestar.   
  
Lodestar knew that he would have an advantage in this form. If he were to be jolted by electricity this time, it probably wouldn't do much. However, as things were, he couldn't even raise his head let alone summon the strength to fight against his bonds.  
  
The scanning process of the mask repeated before the alien once again pressed the symbol, reverting Ben back to his human form.  
  
"Hmm, not a hard device to use," the alien smiled with contempt as he raised the white mask over his own face. The was a moment of stillness before the masked alien morphed into an identical copy of Ben – green jacket and all. "Unfortunately, the copy feature does not provide me with additional devices," he bent down and snatched Ben's phone and keys from his jacket pocket, "such as your primitive human technology."   
  
Ben would have been very unnerved that the alien had turned into him, complete with his voice, if it weren't for the fact that he was in shock. The device he used must have been some kind of ID mask like the one Kevin used a few years ago.  
  
"I hear you humans aren't very resilient; you can only last a few days without water and not much longer without food. Not to mention your very unstable health patterns and susceptibility to even minor changes in environment."  
  
Ben looked at the other him with indignation.   
  
"But don't worry," the alien said in mock reassurance, "I'll make sure to remember to come back and feed you every now and then."  
  
With a shrill laugh, the alien turned and disappeared back into the shadows.   
  
Ben pulled his legs up to his chest and rested his head on his knees. It did little to protect him against the increasing cold, but it did provide a small sense of comfort, as crazy as that was. He was alone, cold and hungry, completely helpless to do anything while an imposter went to take his place. What concerned him the most was not knowing what the alien wanted. Judging by his reaction to the Ultimatrix, he had no idea who Ben was or what the device was designed for. That was something, at least…right?

 

* * *

 

 

"Hello?" Gwen held her phone to her ear, nestled between her shoulder and her head while she continued to scan the pages of her textbook.  
  
"Hey, Gwen," it was Kevin.  
  
"Hey," she put down her book and held the phone with her hand. "How'd it go?"  
  
"Uh, not how I'd planned it, but I did get a little information out of him."  
  
"Yeah? What did he say?"  
  
"He said that he was having nightmares, but that he had dealt with them and they weren't a problem anymore."  
  
"Nightmares about what?" she asked with concern.  
  
"Dunno; he wouldn't say."  
  
"Hmm…that doesn't really help us, but it might prove useful if we can get more information out of him. I'll go see him tomorrow and see if I can get anything else out of him."  
  
"Are you sure _that's_ such a good idea?"  
  
"What do you mean?"  
  
"Well, it was me he spoke to. He might not be so willing to talk if he knew that I was relaying information."  
  
"Surely he would already have known that you would be doing that."  
  
There was a pause. "Yeah, alright. I'll talk to you later."  
  
"Good night, Kevin."  
  
"Night."  
  
Gwen hung up her phone and placed it down beside her books. So Ben had been having nightmares…he had also tried to talk to Julie, hadn't he? Maybe she could convince Julie to try and talk to him. If Ben would be willing to talk to anyone, it would be her.   
  
With a plan for the next day in mind, Gwen returned her focus to the homework before her.  
  
  
Retkar had no trouble locating the house that his captive's identification card suggested he lived in. From the outside, he could see no lights on and assumed that there was either nobody home or they were already asleep. Feeling extra cautious, he pulled out the small ring of keys he had taken from the human and tried them all until one was able to fit into the lock. The door gave a small click before opening inwards.   
  
Retkar stepped inside and looked around. It was a very different idea of what a home should be when compared to the dwellings of his own species, but he wasn't unhappy. It obviously suited a human's preferences and so it would have to suit him, too.  
  
Without turning on any of the lights, Retkar silently moved through the house, slowly opening any door he came across and peering around corners to determine where everything was and that he was truly alone.   
  
Eventually he came across a small bedroom that undoubtedly belonged to the boy. He rummaged around as he pleased, learning whatever he could from the human's belongings. It soon became apparent that he participated in some kind of Earth sport ('soccer', whatever that was) and, judging from the large pile of medals flooding the floor of the wardrobe, he was very good at his job as an intergalactic peace keeper. Pulling off this persona might be harder than he was expecting.  
  
Seeing nothing better to do, Retkar lay down on the bed and did his best to get some sleep; he had a feeling he was going to need it.

 

* * *

 

  
Retkar was rudely awoken by some kind of blaring alarm. He sat bolt upright in shock as he quickly looked around the room, his eyes finally resting on the small digital clock perched on the small table beside the bed. He fumbled around, pressing the first button he could find, hoping that it would shut off the infernal noise. He sighed with relief when the noise finally went silent.  
  
This was obviously some kind of device designed to wake the humans at a particular time; but what was it that the boy he was supposed to be impersonating was needing to do?  
  
Unable to figure out what was so important that a human would want to awaken themselves in such a way, Retkar opted for keeping a low profile; meaning staying inside the house trying to figure out what it was that humans do with their short lives.  
  
Despite this, his plan fell to pieces when the small electronic device he had taken from the human started to make just as big a racket as the clock had. This was easier to work out, however. Retkar held the device up in front of him and examined it. The small screen displayed a small message 'incoming call from: Gwen' and there were only two options available: 'accept' or 'decline'.   
  
Thinking it would suspicious if he were to decline, he pressed the button closest to the 'accept' option. Retkar stared at the device for a moment before another sound came from the small speaker above the screen.  
  
"Hello? Ben? Are you there?"  
  
 _It must be some sort of communication device_. Retkar held the phone to his ear so as to hear the voice better. "Hello?" he said warily.  
  
"Ben! Geez, what were you doing?"  
  
Retkar wasn't sure how to respond. He couldn't very well say that he had been trying to figure out how to use the device.  
  
"Never mind," the female voice, apparently Gwen, saved him. "Have you left for school yet?"  
  
"No." _School? Was it like the places of learning for the young back on his home planet?_  
  
"Good. Wait there, I'm coming with Kevin. We'll give you a lift."  
 

* * *

 

 

Ben opened his eyes to find he was still in the warehouse he had been in the previous night. Judging from the brightness of the decrepit building, it was now daytime. He must have fallen asleep. He was now much hungrier than he was earlier and his throat was dry. He hoped that the alien would come back soon; he wasn't sure how long he could hold his bladder.  
  
He could no longer feel his arms and he wasn't going to risk trying to fight against the restraints again. He was glad that the paralysis had worn off and he now had full use of his body again. Maybe, if he was lucky, someone would come into the building and find him. Then he could hurry home and warn everybody. If only Syvux hadn't gone into hiding.  
  
With a sigh, Ben rested his head against the wall he was sitting against and shut his eyes. Maybe he would be able to get back to sleep instead of worrying about the situation; there was nothing he could do at that point in time, anyway.  
  
  
Gwen smiled to her cousin from her seat in the front of Kevin's car as she watching him walk up the path and slide into the back seat. His hair was a mess and his clothes were disheveled. It honestly looked like he had just gotten out of bed.  
  
"Good morning, Ben," she greeted.  
  
"Uh, good morning," he replied, a hint of uncertainty in his voice.  
  
"Hey, Tennyson," Kevin said, looking at Ben through the rear-view mirror. "Where's your bag?"  
  
"Huh?" Ben looked down at his lap, noting the absence of any form of bag with him. "Oh," he clambered out of the car and headed back up to the house, disappearing inside. He re-emerged a few moments later with his bag slung over his shoulder.  
  
"You should really make yourself more presentable," Gwen said pointedly as Kevin pushed the gear into drive and drove the car down the road.  
  
"Right," Ben quickly ran a hand through his hair a few times and shifted his jacket so that it was sitting squarely on his shoulders.  
  
Gwen felt that something was off about him, but she couldn't quite put her finger on it. He seemed almost out of it. Like he hadn't gotten enough sleep.  
  
"Are you okay?" she asked. "Did you not sleep well?"  
  
"The alarm scared me," Ben replied.  
  
Kevin gave a quick laugh. "Does that to me, too, sometimes."  
  
  
Retkar sat nervously in the back of the teen called Kevin's car, hoping that he was doing a convincing enough job to fool the two humans. They were clearly close with Ben Tennyson, so it would be around these two that he would have to be most on guard.   
  
The duration of the trip had been in near silence. They had asked a question once in a while or started discussing something that he, being Ben, was supposed to know everything about.  
  
The biggest problem he had was when they started talking about nightmares.  
  
"So, Ben," the female, Gwen, began slowly. "Kevin said you were having nightmares a while back.  
  
Retkar wasn't really sure how to respond to that so he sat in silence. This seemed to suit Gwen just fine, as after a short pause she continued talking.  
  
"What were they about? I know I'm prying, but I just want to help; they might have something to do with those _incidents_."  
  
Again, Retkar was unsure on how to continue, but he knew he couldn't just stay silent this time. She was expecting an answer. He knew he should have gotten more information out of the boy and he made a note to do so whenever he next got the chance.  
  
"Uh…" he thought hard, trying to come up with something believable. "You know; usual nightmare stuff."  
  
Gwen obviously wasn't buying this. "What's 'usual nightmare stuff'?"  
  
"Um, well…to be honest…I don't really remember," he hoped that was a story that she would accept. Judging from the look on her face, she didn't.  
  
"Well, try to remember, okay? It might be an important clue to figuring out what's going on with you."  
  
"Nothing's going on!" he couldn't stop himself. He had instinctively thought that she was suspecting him as being an imposter. He had never been very good at the whole 'disguise and blend in' thing, he was more of an action, all out attack kind of soldier.  
  
But, to his relief, Kevin said, "you keep saying that. But, with everything that's happened this month, we're finding it hard to believe."  
  
Thankfully, the two humans dropped the subject after that. The vehicle eventually stopped outside some kind of large building.  
  
"Here you go, Tennyson," Kevin said, turning in his seat to look at him. "I'll pick you up later."  
  
"Bye," Retkar grabbed the bag on the seat next to him and stepped out of the car. "Thanks for the ride."


	27. Chapter 27

Human school was not a happy experience for Retkar. He didn't know half the things that were being discussed in the classes, though, judging from the reactions of the teachers and other students when he couldn't answer questions, he, being Ben Tennyson, was expected to know. That just meant there was one more thing to ask his captive when he went to pay him a visit a little later on.  
  
If the classes weren't bad enough, there was the problem with actually getting to them. Retkar had no idea where any of the classes he was supposed to be attending were located; nor did he actually know which classes he was taking. After seeing a bunch of other humans looking at some kind of sheet of paper, he decided to rummage through Ben's bag until he found one that was similar.  
  
The sheet of paper was a table, labeled with days of the week and times. In each slot under the headings was the name of what, Retkar believed to be, his allocated class. The only problem he had now was figuring out which of the Earthlings' days and what time it was. But that was easy enough to figure out by asking other humans (who looked at him strangely).  
  
Lunch was probably the worst time. Not only was he forced to consume the disgusting slop the humans called 'food', but two humans, both with sinister expressions, came over. Retkar assumed they were there to pick a fight but he wasn't sure how to retaliate. Thankfully, a bunch of other humans came to sit with him (which in itself was more of a curse than a blessing) and the two walked away.  
  
Somehow he was able to get through the day without raising too much suspicion. Though how, he did not know. There were definitely a lot of things that he was going to need to discuss with Ben Tennyson.  
  
Like the human called Kevin had said that morning, he was there to pick Retkar up the moment he was released from the confines of 'school'. The vehicle was empty apart from Kevin, so he assumed that the female, Gwen, was still in her own 'school'. He soon learned that she was to be picked up on the way.  
  
"So, do you wanna go somewhere and do something?" Kevin asked as they pulled away from the prep school that Gwen attended.  
  
"We could go get smoothies," Gwen suggested. She looked back at Retkar, as if expecting him to agree with her.  
  
Retkar wasn't sure if Ben liked smoothies, but from the expression Gwen was giving him, he felt it safe to assume that he did. "Yeah, sounds good," he smiled.   
  
In reality, spending time with the two of them was the last thing he wanted to do. It only provided more opportunities to blow his cover. There were a few raised eyebrows here and there but neither of the humans said anything in regards to strange behaviour. And for that he was thankful.  
  
After a few painstaking hours with the humans, Retkar was finally dropped off outside Ben's house. He said his goodbyes and headed up to the door, making sure that the two saw him go. When he opened the door, however, he was greeted by a sight he hadn't expected.  
  
Two fully grown humans were seated on the couch, talking to each other while watching the large screen opposite them. Having not seen any other beings in the house the previous night, Retkar had thought that maybe the human, although young, did in fact live alone.   
  
The two humans looked up at him as he shut the door behind himself.  
  
"Hey, honey," the blonde female smiled. "How have you been?"  
  
"Hi," Retkar matched her smile. "I've been fine."  
  
"Sorry we had to dash of so quickly before," the male spoke this time. "The meetings are over now, though, so we'll be able to be home for a long while."  
  
 _Shoot. That could pose as a problem._ "That's good. How were they?"  
  
"Boring, as usual," the woman rose from her seat on the couch and walked over to where Retkar was standing, still in the doorway. "It's good to see you."  
  
Without warning, Retkar was pulled into a deep embrace. He desperately fought the urge to fight back, as was in his nature; this was obviously some kind of normal occurrence for humans. Albeit reluctantly, he returned the gesture and was very grateful when she finally released him.  
  
"I'm going to go to my room," Retkar quickly thought of an excuse. "I'm kind of tired."  
  
"Of course, honey," the woman replied, a small look of concern on her face. "Is everything okay?"  
  
"Yeah," Retkar stepped past her and crossed the room. "It's just been a long day."  
  
Neither of the two humans said anything further on the subject, simply watching him go until he was out of their sight.  
  
Safe in the boy's bedroom, Retkar dumped the bag he had been carrying on the floor and moved over to the window. He lifted it up just wide enough for him to squeeze through. Just as he was about to climb out, he paused. The human hadn't eaten or had anything to drink for a full day. If he was intending to keep him alive (which he was, for now) then it would be a great risk to not bring at least something to satisfy the hunger the boy was no doubt feeling.  
  
Retkar reached down for the bag and opened it, rummaging through its contents. Finding what he was looking for, he pulled out a clear bottle of water. That would do for the beverage department, now he just needed something for food.  
  
Retkar opened the door to the bedroom and headed into the kitchen, hoping that the two humans were in another room; he didn't want to be forced to answer any questions if it wasn't necessary. Thankfully, they were still on the couch and only looked up at him as he passed by.  
  
Upon reaching the kitchen, Retkar searched through the cupboards and refrigerator, looking for something easy to grab. Settling on some kind of baked dough ball and a packet of something called 'chips', he turned and headed back to the bedroom. The two humans were too absorbed in whatever the screen was displaying to bother looking up this time. So far so good. They would think he was in his room, resting after a hard day, leaving him plenty of time to go and visit his captive.  


 

* * *

  
  
Ben's eyes shot open and his head snapped upwards when the sounds of footsteps began to echo through the warehouse. Someone was there. Whether it was the alien or not, he was grateful that _someone_ was finally there.  
  
"Hey!" he called out. "I'm over here!"  
  
Ben would have preferred another human, but was not completely disappointed when his identical twin stepped into his line of sight, a backpack slung carelessly over his shoulder.  
  
"I know you're here," he said with a slight tinge of annoyance. "Were you hoping that someone would come and find you? Rescue you from the nasty alien? Ha!"  
  
Completely ignoring the alien, Ben quickly said, "hey, I really need to use the bathroom."  
  
"Bathroom?"  
  
"Yes! You know, lavatory, water closet," none of these descriptions seemed to register with the alien and Ben briefly wondered what kind of name they had for it. "The toilet!" he shouted with exasperation.  
  
"If you think I'm going to let you go you're mistaken."  
  
"But I really need to go! I've been holding it all day!"  
  
The alien sighed. "Is there a…'toilet' nearby?"  
  
"Where are we? Are there any other buildings around?"  
  
"Now why would I go telling you something like that? I'll go and have a look around and see if I can find one," the alien turned and walked away, leaving Ben on his own once more.  
  
After a few minutes of silence, the footsteps could once again be heard as the alien returned.  
  
"Well?" Ben said before he could even see his doppelganger.  
  
"I believe I have found one," the other him reached out and pressed something on the cuffs holding Ben's hands.   
  
There was a brief buzzing noise before Ben's arms fell down in front of him, still chained together. The restraints looked to be made completely of blue energy.   
  
"Get up," the alien instructed. "And just so you're aware, if you try to escape, I will set the cuffs to completely paralyze you. If that's not enough of a deterrent, know that the safety of your family and friends rests in my hands."  
  
Ben slowly rose to his feet. His arms were aching and his legs felt like jelly, but he was able to stand using his own strength. With the alien walking behind him, Ben was verbally directed to what the alien had identified as a toilet. To Ben's horror, it turned out that it was a toilet, but a _female_ toilet.  
  
If he hadn't been absolutely busting, he would have been crying out with indignation. But, the situation being what it was, he really didn't care.  
  
As he had expected, a few minutes later Ben was led back to the spot he had come from and re-chained to the wall. He grumbled to himself, wishing he still had Chromastone in the unlocked list. None of the aliens currently available to him would be able to handle the resulting shock of disobedience unscathed, and he doubted that even Humungousaur would be able to get the cuffs off.  
  
But what Ben hadn't expected was what the alien pulled out of the bag he had brought with him.  
  
"Here, drink," he ordered, holding the uncapped water bottle to Ben's lips.  
  
Ben drank gratefully, the water greatly helping his dry throat.  
  
"I don't particularly want to feed you, but I'm not going to unlock you again," the alien held up a bread roll and shoved it into Ben's mouth.  
  
The whole process of being fed was rather unpleasant for the both of them. The alien didn't seem to enjoy feeding him and Ben didn't really enjoy having food shoved down his throat _. I wonder if he's ever even heard of being gentle_.  
  
"Now I have some questions that I expect you to answer truthfully," the alien said once he had run out of food to shove.  
  
"Let me guess, if I don't you can't be held accountable for what will happen to the people I care about."  
  
"It's good to know we're on the same page," the alien said with a smirk. "First of all, the two people in your house. They are your parents, correct?"  
  
"My parents are home?!"  
  
Completely ignoring Ben's question, the alien continued. "This 'school' thing, do I have to go?"  
  
"No," Ben spat, "but _I_ do!"  
  
"Hmm…I do not understand the things they discuss there…"  
  
"Hmph! Neither do I, half the time. Try not to get me into trouble!"  
  
"So," he tilted his head to the side, "should I just ignore any questions that come my way?"  
  
"No! Do some research! You have all my stuff, anyway." If Ben could improve his grades through this whole ordeal, he might as well.  
  
"These friends of yours, Gwen and Kevin, what are they to you?"  
  
Ben frowned. If he told the alien that they meant nothing to him, would that put them out of harms way? Or would that make the alien suspect him of lying and target them first? Deciding it to be better safe than sorry, he said, "Gwen is my cousin and Kevin is my best friend. If you dare hurt them, I'll –"  
  
"You'll what? Attack me? Make me sorry? You can't even stand up without my say so. What could you possibly do?" the alien replied smugly.  
  
Ben ground his teeth and turned away to look at the floor. He was right, there wasn't anything he could do. He just hoped that someone would suspect something was wrong and do a little digging.   
  
The interrogation lasted a little longer, with Ben answering the many questions asked of him. It seemed that the alien knew very little about him, and Ben hoped that this would work to his advantage. Every now and then he would twist some information to increase his chances, ensuring that his response at least sounded believable. For example, when the alien asked him what 'soccer' was, he gave the full description of the sport, except 'accidentally' forgetting to mention that it was a hands-free sport.  
  
Soon, once again, Ben was left on his own in the increasing darkness of the warehouse. If only he could reach the Ultimatrix, then he would at least have a chance of escaping. Using his right hand, he tried to reach the alien watch but to no avail. _There must be something I can do_.  
  
 

* * *

 

 

Retkar managed to sneak back in through his bedroom window without detection. His interrogation had gone well and he now felt he had sufficient information to continue with his current disguise. For now, at least. It was good to know that he could get the human to cooperate simply by threatening his family and he would be sure to use it again in times to come.  
  
No sooner had he shut his window when there was a knock on the door.  
  
"Ben? Dinner's ready," judging from the pitch, it was the female.  
  
"Coming, mom," Retkar tried to hide the dread he was feeling at the prospect of having to eat more human food and headed out towards the dining room.

 

* * *

 

 

They were halfway through dinner when Retkar felt the small communicator in his pocket begin to vibrate. The two humans seemed to notice it, too, and looked up at him expectantly. Retkar was unaware of human customs and wondered whether he should chance answering the call.  
  
"Aren't you going to answer it?" the male asked after a moment.  
  
Retkar smiled quickly and fished the device out of his pocket. It was marked as 'Gwen' again. He pressed the button he had used last time and held the phone to his ear, feeling proud of himself for being able to do it without any problems this time.  
  
"Hey, Gwen," he said.  
  
"Hey, Ben," Gwen replied. "We've got a rogue alien downtown. Are you busy?"  
  
"Eating dinner," though in all truth, he would be happy to get away.  
  
"We'll meet you outside in five minutes."  
  
The line went dead, a small beeping noise alerting him that Gwen must have disconnected.  
  
"Alien stuff?" the female asked before taking another bite of her food.  
  
 _They know…?_ "Uh, yeah, sorry."  
  
"Don't apologise," the man put his fork down. "We know you've got to do what you've got to do."  
  
"Just promise to be careful," the woman smiled at him as he rose from his seat and tucked it gently under the table.  
  
"I promise."  


* * *

  
  
The alien Gwen had been referring to was not much of a threat, Retkar concluded after they had pulled up on the scene. Although, from the perspective of a human, the damaged buildings and screaming people were indications that this was, in fact, a considerable problem. Retkar was often baffled at how weak the human race truly was.  
  
Retkar watched in slight amusement as he discovered that the two he had accompanied were not really what one would call normal humans. He concluded, from the energy projection of the girl, that she was at least part Anodite and the male, through his ability to absorb matter, was no doubt in some relation to an Osmosian. He would have to be careful not to get on their bad side.  
  
The two teenagers wasted no time it charging at the enemy. Retkar knew without being told that he was expected to involve himself, also. Thinking back to the two forms he had scanned, he settled on the blue monkey-like alien. To make it look believable, he reached down and pretended to fiddle with the fake watch attached to his wrist before allowing the mask to switch his appearance.  
  
Able to fully harness the abilities of the Arachnichimp, Retkar sprang forward towards the enemy; a tall, dark purple creature with limbs like tree trunks and angry, yellow eyes. It roared with fury as Retkar shot a web from his tail, hitting its target perfectly in the centre of its face. Using the creature's neck as a spring board, he jumped back, sending the creature crashing to the ground and causing large cracks to form in the tar that lined the street.  
  
In the corner of his eye, Retkar was vaguely aware of the two teenagers falling back as he continued to attack. Blow after blow was struck; the alien didn't stand a chance. Under normal circumstances, he would have whipped out his sword and ended it with a single blow. However, it soon became obvious that destroying the enemy was not what Ben Tennyson was expected to do when a firm pair of arms wrapped around his torso and pulled him back, away from the unconscious alien.  
  
"Geez, calm down Tennyson!" Kevin tightened his grip as Retkar continued to squirm. He knew it would be no big task to free himself from the infernal human, but he was positive that Ben would not attack his friends.   
  
Finally, he settled down, allowing himself to reset the mask to its human appearance. Kevin loosened his grip and, after a few seconds, let go. Retkar turned to see the two teenagers looking at him with expressions of shock and concern.  
  
"Sorry," he shrugged, trying to come up with an explanation. "I guess I got a little carried away."


	28. Chapter 28

Kevin sat in his car, watching as Ben walked up the steps and through the front entry of his school. For the past few days, something about him had been…off. Kevin couldn't really put his finger on it, but there was definitely something weird going on. He had spoken to Gwen about it – trying to figure out what was wrong with Ben had been one of their most repeating topics – and she was in agreement that there was something not right.  
  
Shaking his head, Kevin shifted the gear into drive and headed down the road. He had a whole day to kill before he would need to go and pick up Gwen and, most likely, Ben, who had taken to being driven around like the times before he had gotten his license. That in itself was weird. Ben loved driving his car. So why the sudden change? And that wasn't the only strange thing that Kevin, who was mostly unobservant about these kinds of things, had noticed. His thoughts drifted back to one particular afternoon…

  

_Xx Flashback xx  
  
Kevin pulled up in front of Ben's house in his Challenger and beeped the horn angrily. Gwen was seated beside him, a similar expression of annoyance on her face. They had received a call from one of the guys on Ben's soccer team asking why Ben hadn't turned up to the pre-game practice. Of course, Kevin had given his usual irritated reply, this time's being 'Who do you think I am? His secretary?'. But both he and Gwen knew it wasn't something that Ben would skip out on if he could help it.  
  
So, there they were, parked outside Ben's house, waiting for him to come out. They didn't have to wait long and soon they were (quite literally) speeding off towards the soccer field, arriving just in time for the start of the game.  
  
Kevin and Gwen took their seats on the bleachers. Kevin, not really wanting to be there, pulled back his head and shut his eyes. Maybe he could catch up on some sleep. He quickly looked up, however, after receiving a painful jab in the ribs from Gwen.  
  
Ben seemed awfully uninterested in participating. For the most part, he kept his distance, not even calling for the ball when he was open. Then, about halfway in, the ball was kicked high, heading in his direction. There was a great uproar and very angry shouts from his team mates when he caught it. With his hands.   
  
Kevin and Gwen stared down at him in disbelief. Ben _ caught _the ball?! There was just no way! After that he had been put on as goalie. Which, as usual, he was good at._

_Xx End Flashback xx  
_

__  
Kevin knew he should probably talk to the younger teen about it, but he suspected that he would get the usual vague answers he always received. Maybe it had something to do with never actually caring about this kind of thing before and Ben felt uncomfortable about talking about it in front of him. But Gwen seemed to get the same results.  
  
The final straw for Kevin came later that afternoon when he had taken Gwen and Ben to the Rustbucket for a meeting with Grandpa Max and the Galactica guards. After this, Kevin knew something was wrong and he wouldn't stand around anymore.   
  
"So," Max addressed the beings in his now very cramped RV.   
  
There was never much left over room when they all got together like that. As usual, they had been forced to find a seat wherever they could. Grem, Hinra, Gwen and Takren were seated together around the table, Silyon and Petra were perched on the beds, Ben and Kevin were leaning against the fridge and sink respectively, and Max was standing up the front near the driver's seat.  
  
"There's not really much to report since the last time, but I thought that maybe if we put our heads together we might be able to come up with some course of action," all eyes were on Max as he spoke. "It seems that, after the encounter in your ship, there has been no activity from the Arkhirathi and, honestly, were not sure how to proceed from here."  
  
"It must know that we're on to it," Grem growled. "So it's been laying low."  
  
"Actually," Gwen spoke up. "We saw it about a week ago."  
  
Everyone turned to look at Gwen now. Max frowned, obviously annoyed that she hadn't told him sooner.  
  
Sensing his mood, Gwen quickly added, "we were going to tell you, but I guess we just forgot." She knew it wasn't much of an excuse seeing as it was almost all she and Kevin spoke about, but it was true. They were so caught up in helping Ben that they had completely forgotten to mention the incident to Grandpa Max.  
  
"So what happened, exactly?" Max asked, an eyebrow raised.  
  
Gwen turned to look at Ben. "It would probably be best if Ben explained."  
  
Ben's eyes widened in surprise as he looked at her. It was quite obvious that he hadn't been expecting this. He opened his mouth to say something but all that came out was a kind of 'err' noise. This was not what Kevin had expected.  
  
"The Arkhirathi attacked him," Kevin said before he could stop himself. There was something about the distress hidden behind Ben's shock that made him suspicious and he would be sure to interrogate him when he got the chance. "Kicked out butts and then disappeared."  
  
Ben's inability to answer forgotten, Max focused on this new information. "So it attacked you but didn't try to finish the job?"  
  
"I guess not."  
  
Like the previous meetings, this one had been unproductive. They still had no lead on the Arkhirathi or what it might want.   
 

* * *

 

  
After the meeting, Kevin had driven them to Mr. Smoothy. They hadn't been in a group like that for a while and it just felt like the right thing to do.  
  
Gwen had offered to go order their drinks, leaving Ben and Kevin alone at the table.  
  
"What's up with you?" Kevin asked, as tactful as ever.  
  
"What do you mean?" Ben frowned in response.  
  
"I mean, you've been acting weird for the last few days and I want to know what's up."  
  
"Hey Ben, hey Kevin," a voice interrupted them before Ben could respond.  
  
The two teens looked up to see Gwen walking back with their orders, Julie by her side and Ship bouncing along happily behind them.  
  
"Hey, Julie," Ben smiled.   
  
"Hey," Kevin nodded in greeting.  
  
Gwen and Julie took a seat at the table with them and Gwen handed out their drinks. Kevin noticed that Ben looked like he was suppressing a shudder as he took a sip of his smoothie.   
  
Ship, having bounced up onto Julie's lap, took a good, long look at Ben. Then, to everyone's surprise began to growl.  
  
"Shiiiiip! Shiiiiiiiiiiiip!" he sounded like he was ready to tear Ben to shreds…if he had claws.  
  
"Ship? What's wrong? It's Ben," Julie tried to soothe her pet but to no avail. Ship continued to growl and glare at Ben who was looking increasingly uncomfortable.  
  
"Ship, come on!" Ben tried to plead with the black and green blob. "It's me! Ben! What's gotten into you?"  
  
When ship refused to settle, Julie was left with no option. She rose from her seat, Ship clasped firmly in her hands, and apologised, saying she was going to take him home.

 

* * *

 

 

Retkar was not having a good day. He had screwed up in the sport he was supposed to be good at, had no idea what the older human had been talking about and now some miniaturised Galvanic Mecamorph had almost given him away. He would be sure to let Ben Tennyson know of the irritation he was feeling.  
  
It had taken a while, but he had defended himself against Gwen and Kevin's suspicious stares and had managed to recover what little was left of his cover. He would have to be sure not to screw up again or the plan would be a failure. He would go into action tonight. The elderly man had been addressed as Magister and Retkar knew that this would be a good place to start gathering information on the location of Earth Plumber bases. It wouldn't be long until he would be able to return to his fleet in the army where he belonged.  
  
But, unfortunately for Retkar, his evening was only going to get worse.   
  
As had become the routine, he had led Ben to the 'toilet'. He hadn't had trouble in this situation before, but perhaps almost a week in captivity was starting to make the human bolder and more confident.  
  
  
Ben walked into one of the cubicles lining the bathroom wall and locked the door behind him. It was now or never. Unable to get his right hand to reach the Ultimatrix, he held his wrist up to his face and used his teeth to activate the watch and select the alien that would be able to help. It had taken a while, having to constantly draw the device away from his face so he could see what the next step would be. It didn't help that he was running out of time; it wouldn't be long before the alien that was his jailer would be suspecting he was up to something.  
  
Finally, the holographic projection had settled on the alien he wanted. Holding the Ultimatrix once again to his face, Ben used his teeth to push down the device. There was a flash of green and Ben cringed, knowing full well that the alien would have seen that. He fought the urge to call out 'Big Chill' and quickly made himself intangible, gliding seamlessly through the floor just as the cubicle door burst open, revealing a very infuriated version of himself.  
  
In a matter of moments, Big Chill had fazed completely out of the building. Looking up, he could see the star dotted sky. His hands were still held firm by the energy cuffs; it seemed that no amount of intangibility was going to get them off.   
  
Just as he began flying away from the warehouse and back towards the centre of town (he recognised the area as being not far from the busier sections of Bellwood) a horrible pain erupted through his body. Before he knew what had happened, he had become tangible once again and was plummeting towards the abandoned car park below. He landed with a painful thud and reverted back to his human form, completely paralysed.   
  
He lay there, unable to move or fight back as the light footsteps of the alien signified his approached from behind. There was a horribly cruel laugh and Ben knew it wasn't derived from humour.  
  
"Did you really think you could escape? That if you only managed to get outside there would be nothing I could do to stop you?" the alien reached down and hauled him roughly off the ground.  
  
Ben tried to open his mouth, to say something, to convince himself that there was still something he could do. But the reality of it was, he was helpless. There was nothing he could do. He was completely at the mercy of his captor, left chained up in a cold empty warehouse like an abandoned dog.   
  
No food was shoved down his throat that night.  
 

* * *

 

  
  
Retkar waited until the dead of night before he made his move. He moved swiftly and silently through the bedroom window and out into the street, being careful not to wake the humans sleeping just a few rooms away. He had planned to return to the RV that he had been taken to earlier. Despite its rusted appearance, he could tell that it was very high tech by Earth standards. The only problem was that the caravan park wasn't exactly nearby and he would have to walk unless he could come up with another form of silent transportation. As he scanned the yard, Retkar's eyes settled on a light blue metal frame lying in the grass.  
  
Riding a bike had been harder than Retkar had thought. It took him a few moments to figure out how it worked and the first time he sat on it, he instantly lost his balance and tumbled sideways as the bike fell. Thankfully he had stayed on the grass, which silenced his fall. After about the tenth try, he was starting to get the hang of it and set off towards his destination.  
  
It took Retkar a good half hour to reach the entrance to Lot 4, where the RV known as the Rustbucket was parked. He decided it would be a good idea to leave the bike there lest it make a sound and alert the elderly human to his presence.  
  
And that was how he came to stand outside the Rustbucket, staring at its door in the dark cover of night. There were no lights on that could be seen from the outside. Retkar knew that he could easily break down the door but that would make too much noise. No, he had to find a stealthy way in.   
  
A small rock beside the steps caught his attention. Gazing around, he could see no other rocks and so concluded that this one was there for a purpose. He reached down and lifted the rock, examining every surface. As he titled it upwards he noticed a small key stuck to the bottom. A grin spread its way across his face. _Humans are such simple creatures._  
  
With the door now unlocked, Retkar eased it open, cringing whenever it gave a small creak. The inside of the RV was dark; the human was either asleep or not home. However, considering the Rustbucket was still there and given the time, it was safer to conclude that the human was simply in its sleep cycle. As if to confirm this, a small snore split the silence from the far end of the vehicle.   
  
Retkar tiptoed inside, leaving the door open ajar to allow a small amount of light in. He needed to find something to help him locate the Earth Plumber bases but he also needed to stay as silent as possible.   
  
Maneuvering his way to the front of the vehicle, Retkar looked at the dashboard and the many knobs and switches it displayed. No doubt one of them (or a combination) would help him to get what he wanted. If only the human wasn't there!  
  
 _I am in human form_ , he reasoned. _If I do accidentally wake the old man, I could just say that I forgot something when I came earlier and that I thought I would be able to get it back without waking him…_  
  
With a plan in mind, Retkar took a deep breath and flicked one of the switches. Nothing happened. With a sigh of both frustration and relief, he flicked the switch next to it. This time there was a small sound of machinery working and a screen came down from a slot in the roof in front of the table.   
  
Retkar glanced at the human's sleeping form, confirming that he had not been woken by the sound or the light that the screen displayed. He headed over to the screen and looked over at it. It was clearly some kind of computer. Not finding any keyboard or method of selection, he reached up and touched one of the icons. The screen instantly changed to a list of documents. This was what he wanted.  
  
 _::What are you doing?::_  
  
Retkar felt his heart jump up into his throat. The voice seemed raspier and lower than that of the human and he felt as though the words had been spoken directly into his brain. Regardless of this, he still turned to check on the human. He was still asleep if the heavy breathing and light snoring were anything to go by. Retkar turned over to the doorway, expecting to see some being standing there watching him. But there was no one; only the calm noises of the night.  
  
Brushing it off as his mind playing tricks on him, Retkar returned his attention to the screen and the documents it displayed, noting any mention of a base and its location.  
  
 _::I thought you said we were going to lay low for a while. Why are you sneaking around through the Plumber database?::_  
  
Retkar spun around and searched the darkness frantically. He was definitely not hearing things. There _was something_ talking to him. Now that he thought about it, the air had grown considerably colder.   
  
"Who's there?" he whispered.  
  
A dark figure faded into view before him. It was tall and had a slender build with claw-like fingers and hollow white eyes. It gazed down at him, confusion and a certain level of suspicion lacing it features.   
  
Retkar recognised this alien. He had seen them before on several occasions. His master had even used one in his plans long ago. But what was one doing on Earth, of all places? They were said to be docile creatures, but Retkar wasn't going to take any chances.   
  
_::Don't look so surprised to see me; I told you I would come back once things died down a bit::_  
  
Something in Retkar's mind clicked. He was currently in his disguise as Ben Tennyson. This alien must be familiar with the boy. He knew he had to say something, but what he was unsure.  
  
"Uh, it's good to see you," he whispered, sneaking another glance at the human.  
  
 _::You still haven't answered my question::_  
  
"I was just…gathering information." Retkar knew he had the information he needed. There was no need to stick around any longer and risk getting caught by someone who did care that he had snuck in and was going through off-limits files and documents.   
  
He turned and snuck quietly up to the front of the RV, aware of the alien's intense gaze following his every move. He flicked the switches he had touched earlier and the screen went black before resealing itself in the compartment in the roof.  
  
Ignoring the looks he was receiving from the alien, Retkar headed out through the door and, once the alien had followed him, shut the door as quietly as he could. Neither of the two spoke as they walked out of the park and back to where Retkar had left the bike.  
  
"You brought a bike?" the alien spoke aloud this time. "Why didn't you just use the Aerophibian?"   
  
"I…uh…didn't want to risk being seen," Retkar quickly lied. "You know, with the green light?" In all actuality, he just hadn't gotten up to those aliens on the watch-like device the boy wore. The mask could only remember a small number of appearances at any given time.  
  
The alien was obviously not buying it but said nothing further on the subject. Retkar mounted the bike and began peddling down the street. He wanted to head straight over to the warehouse, grab the teen and begin making his move on the Plumber bases but he couldn't risk that while he was being tailed by the alien.   
  
"Were you able to get the document? I thought you said they had printed out a copy."  
  
The alien wasn't going to stop with the questions. Retkar knew he had to find a way to lose it before it put two and two together and blew his cover.  
  
"I got what I was looking for," he answered truthfully.  
  
"What did it say? Any useful information?"  
  
"Uh, kinda," _though probably nothing you're interested in_. He momentarily contemplated trying to take out the alien; eliminate the threat once and for all. But from what he had heard, this species could be a rather formidable opponent. And if it was on Earth, that was more reasons not to push it the wrong way.  
  
"Kinda?" it prompted him to continue.  
  
Retkar opened his mouth to say something more but stopped when he noticed the alien was no longer following him. He stopped his bike in the middle of the street and turned back, scanning the road for any signs of his 'companion'. But it was gone. _Good riddance_ , he thought, continuing on his way.


	29. Chapter 29

Ben gasped as he was awoken by a sharp kick in his side. He looked up to see that the alien was once again standing over him.  
  
"Eat up," he said as he forced a hastily made sandwich into Ben's mouth. "I've got some things to do, so I won't be back until late tonight; more likely tomorrow morning."  
  
"Where are you going?" Ben tried to ask, but with so much food in his mouth it didn't come out quite the way he had intended.  
  
"Ha!" the alien smirked as he seemingly understood what Ben had been trying to say. "Do you really think I'm going to tell you anything?"  
  
Ben frowned as he downed a large mouthful of water from the drink bottle. "When I get out of here, I swear I'll…"  
  
"You'll what?"  
  
"I don't know! But it won't be nice!"   
  
By this time, the alien had unchained him from the wall and was leading him over to the bathroom. He had learned from the previous attempt at freedom and now held the device that activated the cuffs in his hand. He would be sure that Ben would be unable to get away from him again.  
  
Once he had re-chained Ben to the wall he turned to leave. "Be good and maybe I'll remember to come back and feed you."  
  
"What am I? Some kind of pet?"  
  
The alien ignored him and left the warehouse.  
  
Ben tried for the umpteenth time to reach the Ultimatrix in hopes of finding a way to escape the energy cuffs. It would be a lot easier to escape without the alien and the controls getting in the way, but no such luck. He sighed and rested his head against the wall. He needed a new plan. Whatever the alien was up to, it wouldn't be good.

 

* * *

 

 

Gwen turned away from her spell book as her phone began to vibrate on the desk beside her. With a sigh, she picked it up and held it to her ear.  
  
"Hello?"  
  
"Hey, Gwen," Kevin greeted. "You busy?"  
  
"Not particularly. What's up?"  
  
"I was wondering if you wanted to go get a smoothie or something?"  
  
"You're asking me out?"  
  
"…Yeah. Now you can't say we never do anything together."  
  
Gwen allowed a smile to split her face. "Sure."  
  
"I'll come by in about five minutes to pick you up."

 

* * *

 

 

Mr. Smoothy seemed less busy than usual, but then again, it wasn't really the time of day that people felt like having smoothies. Personally, Gwen didn't really care. She was just happy that Kevin had taken some initiative and actually wanted to do something with her that didn't involve cars or aliens; even if it was just smoothies. But, as was the case whenever she was actually going to do something fun, something alien related came up.  
  
"Calling all Plumbers! We need help, ASAP!" came a voice through both Gwen and Kevin's badges.  
  
"We'd better call Ben," Gwen pulled out her phone as Kevin quickly drove away from Mr. Smoothy at twice the speed limit. "He's not answering!"  
  
"Forget him, then. If he's too busy watching Sumo Slammers or whatever, then who needs him?" Kevin grumbled. "We can make do on our own."  
  
Gwen looked at him with a mixture of annoyance and disappointment; not that she was disappointed in him – although, while Ben did have a habit of disappearing when they needed him, she knew that they did, in fact, need him. Especially if it was other Plumbers requesting the help. And she knew that, despite what Kevin may say, he did actually like having Ben around.   
  
When they arrived at the base the Plumber's plea had come from, Gwen was instantly reminded of the scene they found when the Arkhirathi had attacked those bases a while back. Was it finally making another move?  
  
"Come on!" Kevin snapped Gwen out of her thoughts as he shut the car door and headed over to the entrance to the base. Gwen was quick on his heels.  
  
Much like the previous time they had visited a Plumber base in response to a request, there were bodies littered across the halls. Gwen wasted no time. She located the nearest body and kneeled down next to them.   
  
"Can you hear me? What happened? Who did this to you?"  
  
The alien opened one of its three eyes and looked up at her with an unfocused gaze. It opened its mouth and uttered two small words that would send Gwen's head and heart reeling. "Ben Tennyson."   
  
"What?!" Kevin came to stand behind Gwen.  
  
"It can't be," Gwen muttered.   
  
"Why not?"  
  
Kevin and Gwen's heads snapped up at the new voice; a voice that they both recognised but didn't want to believe. Standing before them was the unmistakable form of Ben Tennyson. He had a sickening smirk on his face and there were several dark red marks on his face and jacket.   
  
"Ben?" Gwen stared in disbelief.  
  
"Hey, guys," Ben said darkly. "Nice of you to join the party. Saves me a bit of trouble, actually."  
  
Kevin placed his hand on the wall and coated himself in metal. He stepped forward, grabbing the collar of Ben's jacket and hoisted him up until they were eye level. "Ben! What the heck are you doing?!"  
  
"Kevin, calm down," Gwen stood and placed a hand firmly on his shoulder. "For all we know, it could be Albedo."  
  
"Oh, I assure you," Ben said, completely unfazed by Kevin's attempt at intimidation. "I'm not Albedo."  
  
"What's going on here?"   
  
Another new voice and attention turned to the entrance of the base. There stood Max Tennyson, accompanied by the guards. Kevin released Ben and stood back so they could all see what was going on. Max's eyes trailed over the little flecks of blood decorating Ben's clothes and the sinister smirk spread across his face.  
  
"Ben? What happened?" he asked, his voice laced with concern.  
  
"Hello, _Grandpa_ ," Ben sneered. "It seems that you Plumbers are quite good at unintentionally giving me what I want; what with you all gathering yourselves before me in one place. This has made things a lot simpler than I expected." He reached into his pocket and pulled out a large blaster that looked at least twice the size of the compartment it had been drawn from. With an expression of blood lust, he raised the weapon, aimed it at Max's head, and fired.


	30. Chapter 30

Syvux was suspicious; more so than usual. He had decided that he had been away long enough and had gone to find Ben. But Ben wasn't where he had expected him to be. However, over the time he had spent with the human, he had learned the regular places the boy would go, so he checked them – even if it was the middle of the night. Needless to say, he eventually found him sneaking around in the Rust Bucket. That was when the suspicion began.  
  
Throughout the whole encounter, the boy had seemed… _off_. He had obviously been startled by Syvux's sudden appearance, as was understandable, but surely he should have recognised his voice. Things only seemed to get weirder as he followed the boy out of the Rust Bucket and to the entrance of the caravan park, to find that the mode of transportation he had chosen was a bicycle instead of the more obvious choice of the Aerophibian transformation. And he certainly wasn't buying the explanation of 'not wanting to be seen by the green light'. That had never been a problem before.  
  
Syvux found that Ben seemed rather jumpy and nervous with his presence, like he wasn't sure how to react. He had also been very vague with his responses to Syvux's questions. As they headed into a more populated area, he had turned himself invisible to keep away prying eyes and was shocked to find that Ben had stopped to search for him. But, rather than doing the sensible thing of calling out, he simply shrugged and headed off. Something was definitely up.  
  
So, dear readers, it probably came as no surprise to you that Syvux decided to follow the boy. And, man, was he shocked at what he found. As it turned out, the human he had thought to be Ben was not even a human at all. At least, that was the impression he got. For why would a human have such high tech gear as the mask he was wearing; unless, of course, he had something to do with alien interaction or illegal alien activity. And Syvux was pretty sure kidnapping was illegal.   
  
Syvux waited in the shadows for the Ben-that-wasn't-Ben to leave (he didn't want to pick a fight with a being he knew nothing about…yet) before moving over to where a very dejected Ben sat gazing at his feet.  
  
"I'm hoping you have a better idea about what's going on than I do," he said as he regained visibility.  
  
Ben flinched at the sudden, unexpected voice and looked up into a familiar, very welcome face. "Syvux!" he exclaimed. "You have no idea how glad I am to see you!"  
  
Syvux smiled to himself. This was a better Ben-like reaction to his presence. "What happened?" he asked as he reached up to examine the energy-cuffs connecting Ben to a pole sticking out of the warehouse wall. They were similar to the ones used on Galactica, so he was fairly confident that he would be able to remove them. Or simply remove Ben.  
  
"Well, I guess it started when I saw a shooting star… which turned out to be a spaceship." And so Ben told the Arkhirathi everything that had happened, all the while Syvux was struggling to find a way to break open the cuffs.  
  
"I see," he replied once Ben had finished his tale. "I followed him here after I caught him digging through the Plumber database in your grandfather's RV."  
  
"That doesn’t sound good."  
  
"No. My guess is he's using your form as a disguise and a fail safe. I believe we are about to see history repeat itself." He turned his attention away from the cuffs and knelt down until he was at eye level with Ben. "I can't get these off without the accompanying device. I can, however, get you out of this warehouse."  
  
"Do what you have to do," Ben said, feeling more confident than he had all week.   
  
Syvux reached out and placed a cold, bony hand on Ben's arm, slowly turning himself and the boy intangible. Ben's arms instantly fell from where they were hanging to land heavily in his lap. He then removed his hand, regaining tangibility, and stood to his full height.  
  
"It feels good to be free," Ben smiled, although 'feel' would probably be an inaccurate term as he currently couldn't really feel anything in his arms, not to mention his hands were still locked together by the cuffs. But the feeling was slowly returning and he was grateful for the help. "Well, free-er."  
  
"Come," Syvux held out a hand and helped pull the boy to his feet. "Let's put an end to this. I won't let you go through what I did; especially when a decade for you is a tenth of your life. And I escaped before the end of my sentence."   
  
"If your right, he's probably going to go after one of the Plumber bases. I know the location of the closest one. Let's go," he reached out for the Ultimatrix but paused when he realised he still couldn't reach it. With a sigh, he repeated the process he had used earlier.   
  
"Big Chill," came the raspy voice of the moth-like transformation.   
  
Personally, he would have preferred Jetray, as it would allow him to get there in a fraction of the time, but, as luck would have it, his hands were still stuck together and there would be no way he would be able to fly as Jetray in such a state. This form had another advantage; Syvux would be able to keep up. And, seeing that they both had ghostly abilities, they wouldn't have to worry about interferences such as doors and walls.  
  
Without another word, the pair set off, hoping against hope that they would make it there in time.

 

* * *

 

 

'Ben' pulled a laser blaster seemingly out of hammer space and aimed it at Max's head. There wasn't even a moments hesitation as he pulled the trigger. And that would have been the end of Grandpa Max, had he not been a Plumber for the majority of his life.   
  
Upon seeing Ben move to grab a weapon, he was prepared. So, when the anticipated blast was fired, he was able to dodge out of the way, making a sloppy dodge roll and coming to a stop at the wall of the hallway. As if finally realizing the situation, the guards drew their weapons and took aim at the teen. But this only seemed to amuse Ben all the more. It was only when he was placed in a ball of mana that he finally lost his smirk. He wasn't expecting that.   
  
"Damn Anodite," Ben snarled. "Should have known."  
  
"Ben, what on Earth do you think you're doing?!" Gwen snapped back. "Have you lost your mind?!"  
  
"Actually, I'd say that I'm finally starting to see clearly," Ben sneered as clasped his hands together in front of him and slammed down against his prison.   
  
He struck down with such force that Gwen was taken by surprise and the bubble shattered. She hadn't known him to be capable of such strength in his human form. What was going on? Weakened, and recovering from the sudden shock, she didn't have time to react before Ben had raised his weapon again and shot at her.  
  
"Gwen!" Kevin threw himself in front of her and was blasted back until he collided with the wall. As he sat up he noticed that a large chunk of his metal armour had crumbled away.  
  
Not really sure if they were doing the right thing, the guards fired their own weapons but Ben was too quick for them. Before they even realised what had happened, Ben was gone and standing in his place was the ever-growing form of Humungousaur, their blasts no more affecting him than if they were throwing feathers at him.  
  
Finally reaching his full height of 60ft, Humungousaur happily strolled towards the entrance. Each step he took was like an earthquake and it wasn't long until those left standing were forced to their knees. Once Humungousaur was standing just outside the base, he stopped and turned back to look at the horrified faces staring up at him.  
  
A horrible, twisted grin split his face as he looked down at them with superiority. He and they both knew that he could, and probably would, crush them with a single hand. It would be like swatting a fly.   
  
"Nice knowing you," he smiled. One large hand rested over the entrance to the base and slammed down. The whole mountainside that the base was built into began to crumble and shake at the sudden force. Satisfied that the job was done, Humungousaur returned to human form and happily strolled over to where he had hidden his ship. His master would be pleased with his work.  
  
Gwen tried desperately to move towards the others but the constant shaking never let her move an inch. The whole base was coming down on top of them. Parts of the metal ceiling were caving in from the force of hundreds of slabs of rock and mountainside pushed down on it. She briefly wondered how long it would hold.   
  
Gwen gasped as something grabbed her around the waist and pulled her along the floor. It didn't feel like a hand, it was… she glanced up as the motion ceased to see Takren sitting just inches from her. Vines were launching from his hands as he struggled to pull all of them together.   
  
Pushing herself to a sitting position, Gwen waited until they were all close enough and created a large, thick mana bubble over them just as the ceiling could take no more and crashed down on top of them.

 

* * *

 

 

"NO!" Big Chill swooped down just in time to see the side of the mountain that hid the Plumber base collapse. Surely anyone who had been trapped inside would be crushed.  
  
Syvux made a small, sad noise, the only sign that he was still present at Big Chill's side.   
  
Big Chill landed in front of the caved in entrance and began pulling away at the rocks that blocked it, desperate to get inside. It was no good simply making himself intangible, he would never be able to get survivors out that way, if there were any survivors at all. He just hoped that Gwen, Kevin, Grandpa Max and the guards hadn't been inside. But from the sight of the two familiar ships parked only metres away, this was unlikely.  
  
Big Chill was vaguely aware of Syvux, still invisible, landing beside him and helping in his futile effort.   
  
"This would be so much easier if my hands weren't stuck together!" Big Chill struggled to lift an especially large rock. "…Or if I were in a form that had a bit more muscle." Big Chill stopped and pressed the Ultimatrix symbol on his chest. There was a flash of green before, where once stood Big Chill, now stood Humungousaur. "That's more like it!"  
  
With renewed vigour, it was only a matter of moments before a gap appeared in the rock wall.  
  
"Almost there!" Humungousaur, even with hands bound, practically shoveled the rubble away. Soon he was looking in at the destruction.   
  
Humungousaur pushed up on the entrance, making it large enough for him to duck inside. A pink glow caught his attention and as the dust settled, he was able to identify it as Gwen's mana.   
  
At the sight of daylight, Gwen dropped her shield and collapsed onto all fours. There was the sound of rock shifting and the next thing she knew she was being hoisted into the air. A breeze of fresh air alerted her that she was no longer in the base.   
  
Gwen opened her eyes and managed to push herself up into a sitting position. Around her she could hear the groans of her friends likewise regaining their bearings. But when she gazed around to face her saviour, her mind instantly cleared and she jumped to her feet, ready to counterattack.   
  
"What? Come back to finish the job?" Kevin was already absorbing the ground. "Nearly crushing us to death not enough for you?"  
  
"W-what?" Humungousaur stammered in confusion. "I just _saved_ you!" There was a flash of green as the Ultimatrix timed out.  
  
Gwen noted that Ben looked a little roughed up since she'd seen him only a few minutes earlier. His hair looked like it hadn't been brushed in days and his clothes were disheveled.   
  
"Saved us?" Kevin continued. "You're the reason we needed saving in the first place!"  
  
"Really, Ben," Max added in a much calmer tone. "What were you playing at?"  
  
"What! No! I just got here! It was that alien, he's been impersonating me all week!" Ben tried to explain.  
  
"Yeah, like we're gonna fall for that. You're probably just trying to gain our trust so you can finish us off!" Kevin growled. "Why not just get it over with? Oh, yeah, cause you're too scared. I'm gonna beat you to a pulp, Tennyson!" Kevin rushed forward.  
  
Ben jumped aside, landing awkwardly and wobbling around. His legs were still weak from the lack of use and with his arms chained he couldn't use them to help regain his balance. Kevin grabbed him by the front of the shirt before he could fall. Ben tried to speak, to get them to believe him but the words wouldn't come. Kevin raised his fist and swung it straight at Ben. Ben gasped and shut his eyes, bracing for impact. But no impact came.  
  
Ben opened his eyes to Kevin's fist only inches from his face. Kevin bore an expression of utmost shock. Then, seemingly out of nowhere, the tall, lanky figure of the Arkhirathi materialized, holding Kevin's fist in the palm of its hand.  
  
Kevin gasped and stumbled back, releasing Ben, who stumbled finding himself having to support his own weight. Syvux released Kevin's fist and deftly caught Ben under the arms and helping him to steady himself.  
  
"The Arkhirathi!" Gwen breathed, too shocked to move.  
  
"Are you alright?" the Arkhirathi asked.  
  
"Yeah, thanks," Ben smiled.  
  
The small group of Plumbers couldn't believe their eyes. Ben was talking to the Arkhirathi as if they were _friends_. But that couldn't be… right?  
  
"Ben?" Max looked horrified. "What's going on?"  
  
Ben only just seemed to realise what had happen and his relief quickly faded to shock. His gaze drifted from the Arkhirathi to the people standing before him.   
  
"I…uh, I can explain!" he stammered.  
  
"There's no need," Kevin's voice was filled with betrayal. "It's seems quite obvious what's going on. He's sided with the enemy!"  
  
"No! It's not like that!" Ben tried to reason.  
  
"It can't be," Gwen gasped. "All along? Have you really been on the enemy's side all along?"  
  
"No! Syvux isn't the enemy! He's –"  
  
"I can't believe it," Max shook his head.   
  
The guards were speechless. The whole time – _the whole time_ – their target had been so close to them!  
  
Kevin couldn't hold it in any longer. Arkhirathi or not, he was going to give Ben a piece of his mind. Or, rather, fists. But as soon as he took a step forward he was thrust, dangling helplessly in the air. The Arkhirathi was holding out its hand in his direction, stopping him from taking action.  
  
"Don’t even think about it," Syvux said coldly. "I will not allow this injustice to continue. Ben saved your lives! And how do you repay him? You turn on him. You accuse him. And you dare to call yourselves his friends."  
  
"Syvux, don't," Ben placed an unsteady hand on the shoulder of the alien. "It's okay. We can sort out this mess on our own." He gave his former companions a sad, apologetic look before turning and heading away from them towards where the two ships were parked.   
  
Syvux glared at them and followed after Ben, being sure to restrain Kevin until they were far enough away that he wouldn't be able to attack.  
  
It only took Kevin a second to figure out what was going on. "They're stealing the Rust Bucket!" he rose to his feet and bolted after them. There was NO WAY they were going to get away with stealing _his_ ship!   
  
But by the time he was within one hundred metres from the ship the engines blared and the ship began to rise into the air.   
  
"No! Get back here, Tennyson! I'm not done with you!"  
  
But it was too late. No sooner had the words left his lips that the ship had sped off and was quickly disappearing from sight.  
  
"I…I can't believe it," Gwen slowly wandered over to Kevin's side. "We were wrong. He wasn't being possessed by the Arkhirathi, he was _helping_ it."


	31. Chapter 31

Retkar returned to the warehouse in high spirits; his mission had been successful. He had been able to destroy that base _and_ those annoying pests that Ben Tennyson called 'friends'. And, just to put the icing on the cake, they had believed him to be the real Ben right through the ordeal. Oh yes, this mission was definitely a success.  
  
As the saying goes, 'the bigger they are, the harder they fall'. In this case, it is reference to Retkar's over-inflated ego. The moment Retkar laid eyes on the empty space where he had left the human, his euphoric mood plummeted into bloodthirsty anger and hatred. The boy wasn't allowed to escape! Not until it was time for him to play his part!  
  
Looking around, there was no sign of the energy-cuffs. This was a good sign. With a vicious grin, he pulled out the device that controlled the cuffs and pressed the button to activate them. Now all he had to do was use the device to track him and everything would be back on track. The way it should be.

 

* * *

 

 

"I'm sorry," Syvux broke the silence that had blanketed himself and Ben as they sped through the sky.  
  
They were heading back to the warehouse that had served as Ben's prison. The imposter was sure to return there; after all, he still believed Ben to be locked up and they needed the device to unlock the cuffs. Not to mention the whole evil-guy-that-needs-to-be-arrested regime.   
  
"What for?" Ben turned away from the window he had been staring out of and looked directly at Syvux.  
  
"I should have come back sooner. I would have realised something was wrong and we would have been able to stop that imposter before things escalated like they have."  
  
Despite the seriousness of the situation, Ben smiled. "It's not like you could have known what was going on, and there wasn't anything else we could have done. Besides, I owe you for helping me out back there," he allowed a moment's pause for his words to sink in. "All we have to do is – GAAAAH!" The smile on Ben's face was quickly wiped away as a familiar, agonising pain shot through his body.  
  
"Ben!" Syvux exclaimed. But there was nothing he could do. The energy-cuffs had been activated; that meant the imposter was now aware that his prisoner had escaped.  
  
After a few hour-long seconds the shock subsided and Ben sat slumped in his chair. He didn't even have to try to move to know he was paralysed.  
  
Syvux grumbled several choice words under his breath and increased their speed. They needed to get that device as soon as possible. The warehouse was now in sight on the horizon. They would be there in a few minutes. Hopefully when they got there they would find what they were looking for.

 

* * *

 

 

Retkar frowned down at the small blip on the locator. The flashing dot that indicated the location of his prisoner was moving at great speed towards him. But surely the human would try to get as far _away_ from him as possible. Especially since it was that very warehouse that had served as his prison for so long.   
  
But, the map didn't lie. The energy-cuffs, attached to the boy or not, were heading this way. Still frowning, he headed outside and looked around. There was nothing to see on ground level so he turned his attention to the sky. He was just in time to see a green aircraft hover momentarily above the abandoned parking lot before setting down.   
  
Somebody must like him. Things were certainly going his way. But, much to his confusion, it wasn't the human hatchling that came out of the ship. In fact, no hatch opened at all. A creature of nightmares phased straight through the hull of the craft and came to stand a few hundred metres from where Retkar stood. It was, without a shadow of a doubt, the Arkhirathi that he had encountered just the other day.  
  
"We meet again," Retkar said. There was no point in pretending to be Ben anymore. Despite his disguise being still in place, it was obvious that the alien knew him not to be who he appeared.  
  
The Arkhirathi sneered in response, not willing to waste any pleasantries on the scum. "Hand over the device that controls the energy-cuffs and I promise your demise will be reasonably painless."  
  
"Now why would I want to go and do a thing like that? I still have use for the boy and without this device things would become…unpleasant."  
  
Syvux had expected such a response but that didn't have any effect on the searing anger that blossomed through his body, as if it had come from his very core. Without further warning than an angry scowl and the sound of clenched teeth, Syvux lunged at the enemy. If the creature wouldn't willingly give him what he wanted, so be it. He would just have to take it by force.  
 

 

* * *

 

 

Ben struggled into a more comfortable sitting position as he began to feel the effects of the paralysis slowly fading. He had been aware enough to notice that they had landed and that Syvux was no longer on board. No doubt he had gone to get the device himself. Ben made a mental note to yell at him later.   
  
As the feeling returned to his limbs, Ben was able to make it to his feet and, leaning on the panel in front of him, look out the window and onto the scene below. The Arkhirathi had just lunged itself at the identical copy of Ben. If he was fazed at the prospect of fighting someone who was the spitting image of one of his friends, he did not show it. Even from such a distance Ben could tell that the only emotions running through Syvux were those akin to hatred and rage.   
  
Ben knew that letting anger cloud your judgment was not a good idea. It made you predictable; even if you were a ghost like alien that can make itself invisible. No, Ben had to get down there and help.

 

* * *

 

 

Retkar was fighting a losing battle. He was a hardened warrior who could take on and defeat even the toughest of foes. But against a being that could make itself disappear and intangible, there wasn't much he could do to fight back. He knew, that if he allowed the fight to go on for too long, the battle would tip drastically in his opponent's favour. He needed to put an end to this. Quickly.  
  
As if on cue, the hull of the aircraft opened and out stumbled the very stiff figure of Ben Tennyson. It was clear from the way he moved that he was only just starting to be relieved of the paralysis. This could work very well in Retkar's favour.  
  
Retkar wasn't the only one who had noticed the newcomer. Syvux stopped dead in his tracks and turned to look back at the ship the second he heard the metal grinding of machinery. Surely Ben wasn't stupid enough to not know that he was a liability at this point in time. _Perhaps the electrocution fried his brain_ , Syvux mused.  
  
Taking advantage of the sudden confusion, Retkar fired his weapon, landing his first proper hit on the Arkhirathi. Syvux hissed in pain and quickly returned his attention to more pressing matters.   
  
Ben couldn't suppress the gasp that came with watching a blast from the alien's laser gun shoot Syvux in the shoulder. There was no time to waste. He needed to take action. Using his teeth like he had on the other two occasions, Ben activated the Ultimatrix.  
  
"Goop!" he exclaimed as he fell to a puddle of green slime on the ground. His anti-gravity projector flew into action, collecting the green goo into one respective 'body'. Goop looked down and sighed. Of _course_ , even when he didn't really have them, the energy-cuffs still locked his hands together. That was great. Swell. Just _peachy_. He was sure Kevin would love a pair of those things, but he quickly dismissed the thought.  
  
Even with his 'hands' still forced together, Goop knew he would be of _some_ use in the battle and promptly flung himself towards…well, _himself_. The imposter cried out in shock from the sudden attack (he was not prepared for a flying pile of acidic goo) and then from pain as the acidic body did its work.   
  
Sparks flew from the imposter's face as the acid damaged the mask he was wearing. In a few seconds the mask had slipped off and lay buzzing on the ground. In place of what had once been Ben's identical twin was the horrible, reptilian alien he had seen on their first encounter.  
  
Goop allowed himself to form into a body-like shape again a good distance from where the alien stood. But he didn't have long to savour his victory as, quick as a flash and a grin of absolute evil, the alien had brought out the familiar device and pressed one of the buttons.  
  
The cuffs flashed a painfully bright blue as they let sparks fly through the slime that made up Goop. He cried out in pain and crashed to the ground in a heap as the anti-gravity projector above him spluttered and exploded with the sudden energy flow.   
  
The alien grinned at his success but the smile was short lived as the Ultimatrix provided another projector. Goop was back in action!   
  
"Cool!" Goop examined his body. "Nice try, lizard-lips!"   
  
Infuriated, the alien fired shot after shot at Goop but each blast passed harmlessly through his frame.   
  
Syvux had recovered from the blast and swooped down to aid Goop. The imposter had been fighting a losing battle against one enemy, but against two he didn't stand a chance. Unable to harm either of them, it wasn't long before he was subdued and at the mercy of an enraged Arkhirathi and a very arrogant blob of slime.  
  
"I'll take that," Goop snatched the device from the alien and examined it. Surely one of those buttons would release him from his bonds.  
  
Taking a chance, he pushed a button but instantly regretted it as pain surged through his body and, once again, his projector exploded.   
  
"Not that one," Goop said with embarrassment as he waited for a new projector to be generated. There was a flash of green as Goop became Ben.  
  
Syvux grabbed the device off the ground where Ben had dropped it. Ben could have sworn he heard the Arkhirathi mutter something along the lines of 'you see what I have to work with' under his breath before he pushed a button towards the top of the device. The blue light that made up the cuffs instantly vanished and a small metal object crashed to the ground from between Ben's wrists.  
  
"Ah, that's so much better!" Ben stretched.   
  
"Now."  
  
The seriousness in Syvux's voice made Ben turn and look down at their captive who was practically fuming at their feet.  
  
"You either tell us what we want to know or things will get rather…unpleasant for you," Syvux deliberately used words similar to the ones their enemy had used earlier. He paused for good measure before asking, "what were you attempting to do?" It had seemed rather obvious, but the tall, grey alien wanted to make sure rather than jump to any conclusions.  
  
"Heh. What makes you think I'm going to tell you anything?" the imposter smirked.  
  
Putting on his own, matching smirk, Ben reached down, picked up the metal thing that had held the cuffs together and activated them around the alien's own wrists. "Because if you don't, you'll be at his mercy," Ben nodded his head towards Syvux. "And I would count on it not being a very pleasant experience."

 

* * *

 

Retkar may have been a strong warrior and first class soldier, but he wasn't one to put his employer, or anyone else for that matter, before himself. So it was that he didn't have much trouble in telling the two unlikely friends what they wanted to know. He informed them of his orders to destroy the Plumbers, and how he had planned (and succeeded) in placing all of the blame on Ben.   
  
When it came to the inevitable questions like 'who do you work for?' and 'what do they want?', he could honestly say he didn't have a clue. Their master was one who was very secretive. Never telling anyone his name or ultimate goals. They just knew that if they disobeyed, they would be punished. And it was more than likely that their disobedience would be the last thing they ever did. Retkar was happy to say that he wasn't disobeying orders by spilling his guts, because no one had ever told him not to reveal anything when asked. He assumed it had just been an unspoken expectation.  
  
After the pair had gotten all the information they could, which wasn't much, they chained Retkar to the wall inside the warehouse where Ben had been chained and sent a message to the Plumbers. With their current status as fugitives, it would be unlikely that anyone would come willingly – the prospect that it was a trap was all to plausible – but it was better than just leaving him there. They hoped that the broken mask and the Plumbers' intuition would be enough for them to recognise an enemy when they saw one.  
  
This lack of information also meant that Syvux and Ben didn't have a lead to go on.  
  
"I have an idea," Ben spoke up after they were a good distance away from the warehouse (no sense sticking around to get caught).  
  
"Let's hear it then," Syvux replied.  
  
"Why don't we go back to where it all started? Let's go back to Nevora."

 

* * *

 

 

Gwen and Kevin had decided to follow Grandpa Max to the location of the call the Plumbers had received about some kind of hostile alien having attacked a Plumbers base. Of course, the caller had been identified as Ben Tennyson so none of them were really sure what to do. Was he turning himself in? Was it some kind of trap?  
  
The whole Ben-incident had really put them all on edge; even the Galactica guards who didn't know the boy by more than acquaintanceship. When they arrived at the warehouse, none of them could shake the feeling that nothing good was going to come from being there.  
  
There was no sign of any activity outside the warehouse, which only left the inside but none of them were willing to go first. Coming up with a better solution, Gwen put her mana abilities to work.  
  
"Can you sense anything?" Kevin asked after her eyes faded back to their normal colour.  
  
"There's definitely something in there, but whatever it is, it's not Ben. Or the Arkhirathi."  
  
That seemed to be answer enough for Max, who cautiously strolled forwards and entered the abandoned building. Kevin and Gwen followed.  
  
Whatever they had been expecting, it wasn't this. Chained to a wall out of sight from the entrance to the building was a large, crocodile-like alien. On the floor just out of the alien's reach was some kind of broken mask and a black device that looked suspiciously like a controller.  
  
Kevin instantly went for the technology. After a quick inspection, he said, "this mask is like an advanced ID mask. I've heard about them from some, uh, friends. They allow you to take on the appearance and abilities of whoever or whatever you want. It can also store a small number of appearances at any given time." He held up the controller. "This, no doubt, is the controls to those energy cuffs." He briefly wondered if he would be able to nick both pieces of technology without anyone noticing later.  
  
"Wait," Gwen turned to him. "The mask. You said it could copy appearances and abilities."  
  
"Yup. If I can fix it, I might be able to recall the last forms it scanned."  
  
"So, do you think there's a chance that it wasn't Ben who attacked that base – attacked us – after all?


	32. Chapter 32

Syvux was less than excited to return to Nevora; the place that had become his downfall so many years ago. Yet, Ben seemed so sure that there would be something there that could help them unravel the tangle of problems that had been created since their meeting, that he couldn't bring himself to protest. Which is just as well, seeing as Ben wasn't going to take 'no' for an answer.   
  
And so it was with great reluctance that they set a course to the small planet of Nevora.   
  
Most of the journey was made in silence. Neither of them had much to say and they weren't following any specific plan. The Earthling term for it, Syvux believed, was 'winging it'. That didn't bode well with him. From past experience he had learned that just taking things as they come and coming up with ideas on the spot were not his strong point. Completely opposite to Ben.  
  
Ben was more than confident in their current 'plan'. Unlike Syvux, he was used to thinking on his feet and making split second decisions. And if his life was anything to go by, everything would work out in the end.   
  
He wasn't sure what they would be looking for when they arrived on Nevora. It had been ten years; there was no way there was going to be any clue left behind at the scene of the crime. But one could always hope. All they needed was a lead. A single piece of information that would allow them to continue on. Something that would reassure them that they were on the right track; that they were going to be okay. Everything was going to work out.  
  
In all truth, Ben was worried about what they were going to find. Or, more to the point, what they weren't. In past circumstances, they always had something to go on. Whether it be some really obvious clue, Gwen's intelligence and deduction skills or her ability to track people from their mana, or even Kevin and his ability to read crash sites and his expanse of knowledge relating to anything technological.   
  
_But they're not here_ , Ben reminded himself. It was just him and Syvux; the others had made that quite clear. He would have to make a point of trying to explain everything to them once all this was taken care of.  


* * *

  
  
Nevora was a strange planet, Ben decided. For starters, everything was a strange shade of pinkish purple; the plants, the ground, even the sky seemed locked in a never-ending sunset.   
  
They landed their 'borrowed' ship in a clearing amongst the large expanse of foliage that reminded Ben of some kind of very pink forest. As Syvux had said before, the inhabitants of this planet had a tendency to be unintentionally destructive.   
  
"I suggest you take on some form of disguise," Syvux said once they had disembarked and were heading through the vegetation towards where Syvux remembered the town to be. "I have the option of invisibility, but people will recognise you if you walk around like that."  
  
Ben nodded in agreement. "I can use the Ultimatrix, but what do I do when it times out? I can delay it by changing into a different alien, but won't people get suspicious if I just randomly change form every ten minutes or so?"  
  
"I wonder if they'd believe us if we said you were a ditto…"  
  
Ben stared at his alien friend in disbelief, mouth hanging slightly open. "Have you been watching Pokémon?"  
  
Syvux looked at him sheepishly and shrugged. "There wasn't much else to do while I waited for things to die down."  
  
"No, they're not going to believe that," Ben smirked. "For starters, these people aren't likely to even know what a 'ditto' is. We'll need to come up with something better. What kind of aliens live here, anyway?"  
  
"They are called Nevorosians. They are relatively harmless but can be quite ferocious in groups if forced into action. I would recommend starting in the form of something that doesn’t look too intimidating."  
  
Ben looked down at the Ultimatrix and began sifting through the available options. Having used them all primarily for fighting off bad guys, he found it quite difficult to choose one that would be the least intimidating. Choosing Fasttrack, Ben pressed down on the dial.   
  
_Please don't give me Rath. Please don't give me Rath. Please don't give me Rath_ , he mentally chanted over and over as he was enveloped in a green light. He was pleased to find that the Ultimatrix was kind enough to give him what he asked for.

 

* * *

 

 

Despite protests of innocence, the alien that Max, Gwen and Kevin had discovered was arrested for further questioning at a later time. They had taken the equipment that had been found alongside the alien back into the Rust Bucket and Kevin was busy tinkering away at the mask, trying to get it back into operating condition.  
  
Max was watching Kevin work from his spot against the sink while Gwen paced with such ferocity that Kevin wondered how long it would take before she wore a hole through the floor.   
  
"Geez, Gwen," he slammed down the tool he had been using. "I can't concentrate with you going back and forth in my peripheral vision all the time. You're making me nervous!"  
  
"Sorry," Gwen stopped pacing and took a seat opposite him. "I'm just worried."  
  
"About Ben?" Max asked as Kevin started working on the mask again.  
  
"It's just…what if we were wrong? What if he really didn't attack us?"  
  
"He was with the Arkhirathi!" Kevin seethed. "He betrayed us!"  
  
"It's not like he hasn't given you chances and your record isn't exactly clean! Surely there must be a proper explanation for what's going on. We didn't even bother to listen to his side of the story."  
  
"I'm sure Ben can take care of himself," Max placed a reassuring hand on Gwen's shoulder before Kevin had the chance to retort.  
  
"Regardless of what he has to say, he stole my ship. He better hope he doesn't bang it up!" Kevin grumbled. A small smirk graced his lips as he held up the mask. "I think it's fixed."  
  
"Well go on," Gwen prompted. "Try it!"  
  
Kevin hesitated before putting the mask over his face. There was a second in which nothing happened before his body shifted and morphed, leaving an exact copy of Ben.  
  
"That's…really creepy."  
  
"Tell me about it!" Kevin looked down at his now much scrawnier body. "Gah! I even sound like him!"  
  
"You said the mask could hold multiple forms," Max interjected. "Can you try and access them?"  
  
Kevin – with Ben's face – frowned as he concentrated. His image flickered and suddenly he was no longer Ben but Humungousaur. As if to confirm it to another degree, the table and chair couldn't handle the sudden force of Humungousaur's large frame and bent to accommodate the change.  
  
"Well, I guess that confirms Ben's alibi," Kevin said gruffly (sounding like Humungousaur).  
  
"So now we need to find Ben," Gwen pulled out her Plumber's badge and tried to locate the signal of the Ultimatrix. "Nothing! He's dropped off the map again!"  
  
"This has happened before, try using your mana," Kevin took off the mask, returning to his human, non-Ben form.  
  
Gwen nodded and did as she was instructed, only to pull up short, once again. "I don't understand. I can't even feel his presence anymore!"  
  
"What does that mean?"  
  
"It means," Max said with a furrow of concern. "That he's not on the planet anymore."

 

* * *

 

 

To say that the Nevorosians were wary would be the understatement of the year. As soon as they spotted Fasttrack, they all froze and stared at him with a mixture of fear and uncertainty. Even with an invisible Syvux at his side, Fasttrack felt so uneasy that he wanted nothing more than to return to the ship and go back home.  
  
They were small aliens, about the size of a ten-year-old and were as pink as their surroundings. They had pointed, elf-like ears and large eyes. Fasttrack closely associated their appearance with a mixture of elves and dwarves, yet they seemed to have an elegant, child-like grace.  
  
"Uh," Fasttrack's gaze drifted over the many faces staring at him. "I come in peace?"  
  
"Who are you?" one of the taller Nevorosians stepped forward. Judging from the way she was dressed, it was safe to assume she was the leader of their… tribe? Was that the right word?  
  
Fasttrack was about to introduce himself as Ben but a sharp nudge from Syvux corrected him. "I have many names," he said instead. "In this form, I answer to Fasttrack."  
  
The Nevorosian was obviously confused but said nothing of it. "Why have you come here?"  
  
 _Should I be honest?_ "Ah, well, I'm looking for something."  
  
"What are you looking for?"  
  
"Honestly, I don’t really know," Fasttrack rubbed the back of his head.  
  
"Then how do you hope to find it?"  
  
"Well, I guess I was just going to look around. Maybe you'd be able to help u– me."  
  
"If you don't know what you're looking for, how am I supposed to know?" she tilted her head to the side as if he were a puzzle she was trying to decipher.   
  
"Would it be okay if we talk about this somewhere more… private?" Fasttrack looked around at the many faces still focused on him intently.   
  
The Nevorosian narrowed her gaze before abruptly turning and gesturing for him to follow her. She lead them to a hut-like structure made from stone, yet it seemed to be a little worse for wear, what with pieces of wood and different rocks having been used to repair the crumbling pieces. The inside of the building gave off much the same vibe. The pieces of fabric that were used as curtains were slightly torn and had patches of different coloured fabric covering what were undoubtedly holes. The furniture, made from some kind of cane-like substance, had pieces of straw sticking up in places and in some places were held together by string. When Syvux had said they were a touch destructive, he wasn't kidding.  
  
"State your purpose here," the Nevorosian took a seat in a large chair covered in red cushions about half her size.  
  
"I'm here to prove the innocence of an Arkhirathi that was imprisoned for the crime of a murder he did not commit on this planet ten years ago."  
  
The Nevorosian flinched and grew pale. "Syvux…" she breathed. She sat stock still for minutes that felt like hours, never taking her eyes from Fasttrack.  
  
Fasttrack shifted uncomfortably under her gaze and muttered, "so… do you know anything about it?"  
  
This seemed to snap her out of her daze and she blinked a few times as if to clear her mind. "There is nothing in the form of evidence that you will find here," she said and Fasttrack's heart fell. "I do, however," she looked around the room with an almost fearful expression and leaned in. "I know of the true culprit to the crime of which you speak," she whispered.   
  
Fasttrack's eyes widened at the sudden proclamation.   
  
"My name is Rionle," she bowed her head in greeting and Fasttrack copied the action. "Pray tell, what do you plan to do if you were to find this culprit?"  
  
Syvux thought this to be an excellent time to make his presence known. "I would like to take my revenge on him, however my friend here has made me promise to restrain myself."  
  
Rionle jumped at his sudden appearance but her fright was quickly replaced by relief. "Syvux!" she beamed. "I surely thought you would be forced to spend the rest of your days in that blasted prison!"  
  
"Thankfully, I was able to escape, though not without the loss of ten years. I have found a friend in this…" unsure of what to refer to Ben as (what with so many transformations), he gestured loosely at Fasttrack, "…being, and he has promised to help me."  
  
"I think the best thing to do would be to try and capture this criminal and lock him away somewhere he will never escape," Fasttrack said. "I know that you're angry, but there is no merit in murder."  
  
"Very well," Rionle leant back in her chair. "Then I shall tell you what I know. But you must swear that you never heard this information from me. In fact, it would be best to never disclose the fact that you have even set foot on this planet to anyone. Do you swear?"  
  
"We swear," Fasttrack and Syvux replied simultaneously.  
  
"Alright. As you may already know, the murder of those Plumbers all those years ago was a set up. It was a way for you to take the blame, Syvux, and also a warning to us Nevorosians. This planet is currently under the control of the Kirian Empire."  



	33. Chapter 33

"What's the Kirian Empire?" Fasttrack asked, noting the look of impending doom on Rionle's face. It reminded him of the faces people making when they tell each other scary stories.  
  
At both Fasttrack and Syvux's obvious confusion, Rionle's expression quickly changed to a frown. "Come now," she said, "surely you must know of the Kirian Empire. I know that they are secretive and avoid getting their name out, but you are quite clearly a Citrakayah, and last I heard, your planet was also under their control. In fact, I'm surprised you were even able to leave!"  
  
"Ah, I'm not _really_ a… uh, Citrakayah, any more than I am one of you."  
  
Rionle was the one confused now.  
  
As if on cue, the Ultimatrix beeped, alerting him that it was about to change him back. Fasttrack hit the symbol and hoped whatever it turned him into wasn't Rath. Rionle jumped in alarm at the sudden green glow. Her shock and confusion only intensified upon seeing an Arachnichimp standing where the Citrakayah had been only moments before.  
  
"Uh, in this form," Spidermonkey rubbed the back of his head with his hand, "I'm called Spidermonkey." When Rionle continued to stare open-mouthed, he prompted her with, "the Kirian Empire?"  
  
"Ah, right!" she shook her head as if to clear it. "The Kirian Empire serve under the Emperor Nethersian. He has already captured a large number of planets, leaving guards there to ensure that no one finds out. He does everything in secrecy. The Plumbers came here once, ten years ago," at this she looked pointedly at Syvux. "We were already under their control at that time. But the Plumbers came for a visit. Though there was no specific reason for their visit, Nethersian was worried that they would somehow find out what was going on. The guards had seen you visit, Syvux, but did not act on it. The moment you stepped foot on this planet you were part of their plan.  
  
"They had this mask, similar to an ID mask, but allowed the wearer to use the abilities of the being it scanned. They had managed to gain a sample of Arkhirathi DNA, whether from you or from some other unfortunate soul, I am unsure. You know the rest of the story."  
  
"The guards," Syvux spoke this time. "Where are they now?"  
  
"They are around, hidden, but there. I am sure they are aware of your presence here, Fast- Spidermonkey, but in the form of the Citrakayah. Thankfully they have not made a move to intervene nor do they know of Syvux being here. As long as you leave peacefully and without seeming to be a threat, I'm sure that no action will be taken against you," Rionle smiled sadly.  
  
"We can't just leave you here at their mercy!" Spidermonkey chirped angrily. "And they must have been suspicious when they saw you lead me in here. I know that if we come up with a plan we can defeat them!"  
  
"No!" Rionle protested. "If you make a scene, the Empire will be alerted. Even if you do succeed, the guards report to the Empire on a daily basis. You will only make things worse. So far, we have not been harmed. As long as we are peaceful and comply with their demands, we remain unharmed."  
  
Spidermonkey was still simmering with anger but said nothing more.  
  
"Where can we find the headquarters of this Empire? If we can stop Nethersian, we can save more than one world," Syvux asked.  
  
"I'm not sure; as far as I know, there isn't a headquarters. The Emperor travels on his ship, visiting the numerous planets under his control. Find the ship and you'll find Nethersian."  
  
Spidermonkey groaned. "If he's always moving around, how are we supposed to find him?!"  
  
"He is due to make a personal visit to Nervosa sometime this week. If you stay out of the planet's orbit and out of range of the guard's radar, you should be able to remain hidden while Nethersian visits. Then, when he leaves, you can follow him. Before you act, though, you must ensure you are not within distance to Nervosa lest you be tracked back to us. If you fail, I would rather my people not suffer for it."  
  
"That's fair enough. Thanks for the help," Spidermonkey smiled. At least that had something to go on now.  
  
Rionle nodded and gestured to the door of the hut, signaling that it was time to leave. "Are you able to change back into the form of the Citrakayah? It would be best if the guards saw you leaving in the same form you arrived in."  
  
Spidermonkey slapped down on the Ultimatrix symbol. He could barely believe how well it was behaving. Normally he had a lot of trouble getting it to give him the form that he wanted. But, if it had finally decided to do what it was told, who was he to complain?   
  
Syvux promptly made himself invisible once again, while Rionle escorted Fasttrack back out into the heart of the village.   
  
"Thank you for taking the time to visit us," she said slightly louder than was necessary, "however I do not think we would be requiring any of your wares in the foreseeable future."  
  
"Not to worry," Fasttrack replied, picking up on her plan. "If you ever change your mind, you know where to find me."  
  
And, with that, Fasttrack (and the invisible Syvux) turned and headed back to their ship, ready to wait impatiently for however long it took for Nethersian to arrive. They finally had something to go on and they weren't about to let it slip away.

 

* * *

 

 

They knew that Ben was no longer on Earth. That much had been made clear. But, even if he wasn't the one that had attacked them, why would he be siding with the Arkhirathi – the enemy – of all people? Surely he would be on their side, helping to detain the escaped criminal. Without knowing where he was, they had no way of contacting him.   
  
Max had reassured Gwen and Kevin that Ben was capable of taking care of himself and, while he did believe it – because he _did_ , regardless of previous experiences – he would be lying if he said he wasn't worried. He had alerted all Plumber bases to keep their eyes open and report to him if any of them found hide or hair of his grandson but so far nothing had come up.   
  
"He took the Rust Bucket…" Gwen said slowly, shaking Max from his thoughts.  
  
"I know!" Kevin fumed. "I swear, the next time I get my hands on him…!"  
  
"No, I mean, can't we track his location using the ship?"  
  
Max nearly slapped himself. Why hadn't he thought of that? Not wanting to waste any more time, he rushed up to the front of the RV and began fiddling with the various switches and controls. In a matter of minutes he had pulled up a screen that displayed a set of coordinates.   
  
"Got them!" he exclaimed triumphantly.  
  
"Then what are we waiting for?!" Kevin asked. "Let's go get a ship and go after him!"

 

* * *

 

 

Ben and Syvux had been waiting for hours. There was surprisingly little to do onboard their 'borrowed' ship and the seemed to have forgotten to pack any food. Thankfully there was some already onboard, but it wouldn't be enough to last more than a week. They could only hope that Rionle was right and that they would be able to find Nethersian before they ran out of supplies.  
  
Ben was craving a smoothie. More so than he normally did, which was probably due to the fact that no matter how much he wanted one there was no way he was going to get one. Especially since the nearest Mr. Smoothy store was about a day's ride away. And they certainly weren't going to risk missing Nethersian just to satisfy a craving.  
  
To satiate their boredom, the duo had taken to playing simple travel games while they waited for any sign of an approaching empire.   
  
"I spy with my little eye… something beginning with 's'," Ben said slowly, gazing around.  
  
"I swear, if it's another star you're going to wish I had left you on Earth with your friends," Syvux said through gritted teeth. He certainly wasn't a fan of Earth games.  
  
Ben lifted his hands in a defensive gesture and was about to reply with a snarky retort when a beeping from the ship's controls had them both turning to see what the fuss was. One look out the window was enough to answer their questions.  
  
Out in the distance, a large grey ship was steadily approaching the planet they were hovering over. It was singly the biggest ship that Ben had ever seen and he briefly wondered how they were ever going to be able to _find_ Nethersian let alone defeat him, what with the undoubtedly endless corridors and countless guards. That thought was quickly squashed by his ego, however, when he realised what an achievement it would be to take down the leader of an empire that currently had hold over numerous planets.  
  
Ben spared a glance to Syvux but whatever he was feeling wasn't showing on his face. They were both focused on a single important fact. This was the moment that would either make or break their mission. It was sneak aboard or die trying.  
  
The two unlikely friends waited until a small craft was launched from the ship heading towards the planet below before they made their move. Syvux had set the controls on the ship so that it would follow the larger empire ship just beyond radar distance before taking over Ben's body like he had so many times before.  
  
They had decided that it would make more sense to go as a single body than hope that Ultimatrix would give Ben the form of Big Chill and then work long enough to keep him undetected. Chances were that the infernal device would time out right when they had entered a room filled with the largest amount of guards.  
  
Syvux quickly sprang into action, making himself intangible and invisible as he flew out through the wall of their ship and headed towards the imposing figure in the distance. Before they knew it, they were stowed away on board, hiding behind several large crates in the cargo bay. So far so good.  
  
But how long would their luck hold out?


	34. Chapter 34

Syvux remained hidden where he was behind the crates in the cargo hold. Both he and Ben had agreed that it would be stupid to move around while the guards and crew were on alert, what with their leader off on the planet below. Besides, there would be no point in risking getting caught so close to Nervosa if their target wasn't even on the ship.  
  
So they waited. And waited. And waited. Seriously, how long were they planning this visit? It felt like days had passed by the time the hatch opened and the small craft they had seen earlier landed in the hold.   
  
Syvux – and by extension, Ben – watched with more patience and stealth than either of them thought they possessed as the hatch of the small craft opened and a small troop of guards climbed out. The figures that caught their attention, however, were the last to reveal themselves. The smaller of the two had rubbery blue skin and an expression that constantly looked as though he were about to take pleasure in maiming someone. He was dressed head-to-toe in black. Accompanying him was a much taller figure with a long, flowing black cloak that hid any identifiable features.  
  
 _"That's him! It has to be!"_ Ben exclaimed in Syvux's mind.  
  
Syvux silently agreed and felt his anger starting to rise. That figure standing only metres away was the reason he was wrongly imprisoned for ten years. That figure was the reason he wasn't able to return to his home and see his loved ones. That figure was the reason that countless planets like Nevora and her people were living under threat of extermination should they not comply with his demands.  
  
In that moment, Syvux wanted nothing more than to charge out and tear them all to shreds; make them pay for their crimes and the wrongs they had committed. It wouldn't matter if every single being on the ship tried to stop him. The way he was feeling right at that moment, he felt as though he could take on an army, destroy an empire, and finally, _finally_ get his revenge.  
  
 _"Syvux, calm down,"_ Ben said soothingly. It seemed that Ben was able to sense his fury. _"We're outnumbered. If you go out there now, everything we've down will have been for nothing. If we get captured, or even killed, there will be no one left to save Rionle and her people. There will be no one to set things right. We have to plan ahead and wait."_  
  
As much as he didn't want to admit it, Ben was right. They would gain nothing from revealing themselves in front of so many armed soldiers. They would have to come up with a plan.  
  
 

* * *

 

 

The two stowaways sat in silence as they waited for the guards in the hold to disperse. Although they were invisible, they didn't want to risk bumping into anybody or having somebody sense their presence. Ben was pretty sure at least one of them would be able to do that.  
  
It took all their self control to remain where they were when their target left the hold and it was disheartening to see the large number of guards following after them. If he was always accompanied, it would only make their job harder. When there was only a handful of people remaining, Ben and Syvux set off.  
  
Being able to fly and go intangible certainly made maneuvering around the ship much easier. They didn't have to worry about crowds or key cards and nothing could get in their way. They had decided that the best place to start was to get a feel for the ship's layout. If they needed to leave in a hurry or got into an unexpected situation, having an idea of where passages led, no matter how vague, was a great advantage.  
  
They had chosen a single soldier and followed his movements around the ship. They had been given a 'tour' of the soldier's quarters, several guard stations and, finally, a control room.   
  
_"If we can hack the system like we did with the Plumber database, we might be able to find out information that can help us when it comes time to take action,"_ Ben stated, but there was doubt in his tone.  
  
It was quite clear from the constant shifting of guards that the control room was never left un-manned and it would be painstakingly obvious if someone was trying to hack their system.  
  
 _"We need to find Nethersian,"_ Syvux thought. _"He's the whole reason we're here. Once we find him, we can get this whole mess sorted out once and for all."_  
  
"We've got to make sure we're far away from Nevora before we make any drastic moves, though. Remember what Rionle said; if we screw up, they're the ones who will pay."  
  
Syvux wasn't sure when Ben had become so wise. He was sure that in the beginning, when they had first encountered each other, he was just a foolish boy who always acted on a whim without ever thinking things through. Perhaps it was because he understood the severity of the situation, or maybe it had something to do with his detached state; after all, it was much easier to think clearly when you had no physical control over the situation.  
  
So, heeding Ben's words, Syvux stayed put, taking note of the interactions between the crew, the way the ship was run and the constantly increasing distance between them and Nevora. It was after the first hour or two that the hooded figure entered the room.  
  
A door off to the side slid open and the figure stepped out in all his mysterious glory. At the sight of him, everyone in the room stopped dead in their tracks and hastily bowed until they were almost at right angles before returning to what they were doing.  
  
Syvux and Ben watched as the figure stepped forwards and examined the ship's course over the shoulder of one of the crew members, who was sitting so rigidly that Syvux thought he could pass off as a statue.  
  
"What of our coordinates? Which is the next planet to encounter?" the figure's voice was deep and gave off the impression of booming, regardless that he had spoken so softly that Syvux had to move closer to hear him properly.  
  
"We have just left the Nevra quadrant and are currently on our way towards Pethila, my lord," the small crew member replied nervously.   
  
"And our time of arrival?"  
  
"We should expect to be within launching distance before the day is through, my lord."  
  
"Excellent."  
  
"My lord," the blue figure they had seen earlier moved to stand behind Nethersian and bowed deeply.  
  
"Ah, Millei, what news have you?" Nethersian's face split into a bone-chilling grin as he turned to face his advisor.  
  
"The army has been gathered and are on the move. They are expected to arrive just outside of radar detection at Pethila within minutes of ourselves, my lord."   
  
"Very good. And the Plumbers? What news has our mercenary sent?"  
  
Millei's cruel grin dropped significantly at the mention of the soldier that had been sent after the Plumbers. "My lord, Retkar has destroyed a few bases, but he has not reported since. We have reason to believe that he has been captured." He sheepishly averted his eyes.  
  
"What?! This is not acceptable. Send the order to him – we cannot afford any information to slip. The situation is precarious as it is, the Pethilians will not take invasion lightly, and the last thing we need is interference from those blasted Plumbers! Fix this!" Nethersian scowled and stalked back through the door he had emerged from, leaving Millei cowering in the middle of the control room.  
  
Millei sighed sadly and began fiddling with an electronic silver cuff on his slender arm.   
  
The second Nethersian had left the room, Syvux had moved to follow him. He was their target and he seemed to be alone at the moment. If they could find the opportunity, now was the time to make their move.   
  
None of the other occupants of the room seemed to notice as they sailed straight over their heads. Syvux made a move to go through the door and was startled as a bolt of electricity blasted through his body. He couldn't contain a cry of shock and pain as he returned to tangibility and visibility before falling to the floor in a heap.  
  
All eyes were suddenly trained on him as everyone in the room stood to see what had happened. But Syvux wasn't paying attention to that. He wasn't aware as several guards and Millei moved forwards with a large variety of weapons trained on him. All he could focus on were the stabs of pain shooting though him and Ben's screams as he continued where Syvux had left off.

 

* * *

 

 

 

"Magister Tennyson! Come in, Magister!" a voice called desperately through Max's Plumber's badge.  
  
"This is Max," he replied, pulling it from his belt as he strapped himself down at the controls of the Plumber ship he, Gwen and Kevin had borrowed from the base. "What's the problem?"  
  
"I'm sorry to bother you, Magister, but since you were the one who brought him in, I thought it would be in your interests to know."  
  
"What happened?" Max spoke more urgently this time.  
  
"The prisoner, the one you found at that warehouse, he's… he's dead, sir."  
  
"What?!" Gwen cried from her seat beside him. "Dead? How?"  
  
"A guard went to interrogate him and found him dead in his cell. It appears to be suicide," the voice responded to Gwen's outburst.  
  
"It's actually a pretty normal reaction."  
  
All eyes turned to Kevin who was sitting relaxed in his chair as if the whole situation was no big deal.  
  
"What?" Kevin asked, shrugging self-consciously at all the attention. "If the guy was working for some big-shot who wants to keep all his secrets to himself, then he would have been well aware of what to do should he be captured. It's just basic protocol."  
  
Gwen gave him an incredulous sickened look which she shared with Hinra while the others just nodded in understanding.   
  
"It's a shame, but there's nothing we can do about it now," Max said into his badge. "Thank you for letting me know."  
  
"Not a problem, Magister," the badge cut out and he returned it to his spot on his belt.  
  
"Looks like we're not getting any more information out of him," Max turned to his company. "But it does suggest that they have a lot to hide… whoever 'they' are."  
  
"I've tracked the Rust Bucket," Hinra piped up from her spot in front of several navigational screens. "It's in the Nevra quadrant."  
  
"Then that's where we're headed. Let's go."

 

* * *

 

 

Syvux couldn't move his body. It was like he was paralysed. All he could do was watch as two guards stepped forwards, blasters trained on him, as they pushed him up into a sitting position.  
  
Ben had stopped screaming but wasn't responding to any comments from him, which Syvux found was quite unnerving. It didn't help that he couldn't even feel his presence anymore. Was it possible to pass out when you were nothing more than a mental apparition? Was that even an accurate term to describe Ben's situation?  
  
"Well, well," Millei leaned down, his maiming-grin back in place on his rubbery blue face. "What have we here?"  
  
Syvux chose not to answer. He wasn't going to give these ruthless cut-throats any leeway over him. He didn't need to accidentally reveal who he was, his connection to Nethersian or Rionle, or even Ben's existence.  
  
"What's the matter? Have you forgotten how to speak? Declare yourself and what you were intending to do, sneaking aboard our ship and attempting to enter our emperor's personal quarters."  
  
Syvux continued to sit in silence. There was no way he was going to answer that.  
  
"No? Very well. Have it your way." Millei turned to the guards. "Take him to a holding cell."  
  
The guards didn't hesitate for a moment before hauling him upright and dragging him away from the control room. Syvux did his best to memorise the path they took but after about the tenth corner and an elevator he lost track. He focused, instead, on trying to get a response out of Ben.  
  
 _"Ben? Can you hear me? Are you alright?"_  
  
No response.   
  
His concern returned in double.  
  
They were heading down a dark corridor, lit only by a few small fluorescent bulbs attached to the walls. The guards stopped in front of a metal door, which they unlocked before unceremoniously dumping Syvux inside. At the sound of the lock clicking and retreating footsteps, Syvux allowed a frustrated sigh to escape him. No doubt whatever had caused his body's reaction to the door Nethersian went through would be adapted to this cell as well.  
  
Escape was impossible.

 

* * *

 

 

Rionle sighed loudly as she watched the guards walk back to their stations. The second Spidermonkey (she really wasn't sure what to call him) and Syvux had flown off, they had come out from their positions and interrogated her. They had not been aware of Syvux's presence, which was reassuring, but she had never been a strong liar. She sincerely hoped that they had bought her story of a travelling salesman. But it sounded far fetched even to her.  
  
Her fear for her people and what she had done only intensified when Nethersian and his empire arrived. He spoke mainly to the guards and when he did address the people, it was only to remind them of their position. He left not long after that, and Rionle was grateful.  
  
So when another ship landed just outside of town, she really wasn't sure what to tell the guards, especially since this ship was clearly property of the Plumbers.  
  
"Can I help you?" she asked as she stepped forwards to face the newcomers.  
  
Three of them were human, one obviously a female, and the other five were members of various alien races found across the universe.  
  
"Greetings," the older human smiled. "My name is Max Tennyson, and I was wondering if you'd seen someone we're looking for?"  
  
Rionle rubbed her aching forehead. Would this day never end? "Please follow me," she led them all to her house just as she had previously for Spidermonkey.  
  
"Who are you looking for?" she asked once they were all seated.  
  
"My grandson. His name is Ben and he was travelling with an Arkhirathi. According to our tracker, the ship they had taken was here at one point," Max explained.  
  
Rionle tried to stifle a gasp. The shape shifter was this human's grandson? How was that possible? Syvux had been alone save for that strange… Arachnichimp (she really wasn't sure anymore), so that must be who they were talking about.   
  
A number of mixed emotions crossed through her at that point. Should she tell them that they were here? What they were after? Would that jeopardize their mission?   
  
The human female seemed to pick up on her distress. "Please, if you have any information… we're worried about him. We just want to help."  
  
"…I…" Rionle hesitated. She took a deep breath and settled on a decision, hoping that she wasn't going to regret it later. "There was someone here earlier… but as far as I know, they weren't human."  
  
"What do you mean?" Max asked, no small amount of hope still present in his voice.  
  
"They were a, uh, shape shifter, for the lack of a better term. When they arrived they were in the form of a Citrakayah but then transformed into an Arachnichimp a little later on. His name wasn't Ben, though."  
  
"What name did he use?" the other male human asked.  
  
"Um, well, initially it was 'Fasttrack', but then when he transformed he said his name changed too, to 'Spidermonkey', I believe."  
  
Gasps and smiles erupted throughout the strange group standing before her and Rionle's feelings of doubt for her actions melted slightly. These weren't the expressions of people who wanted to do harm.  
  
"Do you know where he was headed?" Max asked, shaking her from her thoughts.  
  
"That's the thing," Rionle looked down at her hands as she wrung them together. "The place he was heading has no definite position. He was lucky to be able to find it."  
  
"What do you mean? Where was he going?"  
  
"I…I can't say!" Rionle frowned. Why did people expect so much of her? Why were so many people coming to Nevora in such quantities?!  
  
"Please," the girl spoke softly. "It's really important that we find him."  
  
"He was looking for someone. He was looking for the Kirian Empire."


	35. Chapter 35

Ben wasn't really sure what happened. One minute he and Syvux had been about to fly through the door Nethersian had disappeared behind and the next he felt a surge of unbearable pain flow through him. He imagined that the pain must have been worse for Syvux, since it was his body and all, but that didn't make it any easier to bare.   
  
The next thing he knew was a strange tugging sensation. It was like the door was trying to swallow him even while Syvux had collapsed to the ground. He barely registered their return to visibility and the shock that exploded around the room before his vision went black.  
  
When he opened his eyes, Ben was lying on his back in a metal corridor. It was only when he tried to move – and succeeded – that he realised he and Syvux had been separated.   
  
Ben pushed himself up into a sitting position with a groan. His whole body ached from the earlier pain. Looking around, he noted that this was not one of the corridors they had explored earlier. This one was lined by a long red carpet, as if it were specifically designed for a king.  
  
 _Or an emperor_ , he thought miserably.   
  
What was he going to do? He didn't dare touch the door he had obviously come through in fear that the horrible pain would return. But now he was alone. In an enemy ship. With an Ultimatrix that rarely did as it was told, although it had been behaving recently. What would he do if he somehow bumped into anyone while trying to find his way back to Syvux? What if he bumped into the emperor?  
  
He certainly didn't want to take away the satisfaction of beating the guy to a pulp from Syvux; he had been waiting for it for ten years.   
  
Thinking that any action was better than sitting on the floor in the middle of a hallway, Ben steadily rose to his feet and began cautiously walking down the corridor.

 

* * *

 

 

"The Kirian Empire?"  
  
Rionle was getting sick of hearing that question. She knew that the Kirian Empire were highly secretive to avoid detection, and she knew that these people were Plumbers, but really! Surely they must have at least heard about it. A rumour or something. Was she cursed to have to explain things over and over?  
  
"Yes, the Kirian Empire," she sighed. If the confused looks on their faces were anything to go by, then yes, she would. "I cannot tell you much, but that is what, erm, _Spidermonkey_ went after. He'll be long gone by now."  
  
"There must be a way to find this empire," the female murmured.  
  
"I still have a signal on the Rust Bucket," Max replied. "It's heading out of this quadrant. If we move now, we'll be able to keep track of the signal." He turned to face Rionle. "Thank you for your help."  
  
Before Rionle could warn them of the dangers involved in running straight off to the Emperor of the Kirian Empire, the small group that had assembled in her house had turned and run off to where their ship had landed just outside the town.   
  
Rionle sighed and flopped heavily in her chair. She waited until she could no longer hear the sounds of the ship's engines before straightening in her chair just as the Empire's guards walked in, ready to question her about the intruders.

 

* * *

 

 

Nethersian had been having a particularly good day. He had had a successful visit to Nevora, reinforcing his hold over the pitiful planet, without much fuss. Now he was ready to make a stand against another planet. With its capture, he would be one step closer to his universal dominance.  
  
Nothing could ruin this mood.  
  
At least, that's what he had thought. Sadly, it wasn't true.   
  
"Your Excellency," a voice that Nethersian recognised as Millei came through the small speaker on the intercom in his gauntlet.  
  
"What is it, Millei?" he asked, holding the gauntleted wrist closer to his mouth.  
  
"Um, you see, sire…"  
  
Nethersian recognised that hesitance. It meant that Millei had bad news. "Spit it out," he commanded in a firm tone.  
  
"The thing is, my lord, we captured an intruder who was trying to enter your private wing."  
  
"What?! How did they get aboard?!" Nethersian raged.  
  
"We are yet to figure that out, sire, but… it gets worse…"  
  
"How could it get worse? What have they done?"  
  
"It's not so much what they have done but rather who they are," came the voice that held undeniable fear at his master's anger.  
  
"Well?!"  
  
"It's an Arkhirathi, my lord."  
  
Nethersian abruptly cut the connection between himself and his advisor. It was just a coincidence. It had to be. Surely the Arkhirathi they had used in one of their plans so long ago was still detained by the Plumbers! But, then, how had this one come to be aboard his ship? Did they have any idea who he was?!  
  
No. It had to be the same one. There was no other way. Maybe this Arkhirathi was the reason Retkar had been compromised.   
  
At the thought of that horrible little planet, Nethersian grabbed a small dart from his desk and pelted it at a poster of a jolly fat man and a reindeer stuck to the wall. He smirked in satisfaction as it hit the man right in his too-happy, gleaming eye*.  
  
Dragging his mind away from the thoughts of all the things he'd like to do to that miserable little planet and all of its inhabitants, Nethersian concentrated on the matter at hand. He would need to visit the intruder to be sure of their identity.   
  
The sound of the door opening made him flinch and turn, ready to behead whoever had dared to enter his private chambers unannounced. But the sight that greeted him wasn't one he had been expecting.  
  
"Oh crap," the intruder announced.   
  
There, standing in the doorway wearing a look of utmost horror, was a human.

 

* * *

 

 

"Oh crap," Ben hadn't meant for the words to spill forth from his mouth, but it pretty much summed up exactly what he was feeling.  
  
As it turned out, there was only one other door in the corridor he had come from. He really should have taken the time to check it was safe, he now realised, but it was a bit late for that. He had, completely unintentionally, walked into the private chambers of the emperor himself.   
  
Without hesitating for a moment, Ben pressed the button beside the door that he had pressed to open it, closing the door, turned and bolted back the way he had come.   
  
Normally he would have stood and fought; it wasn't in his nature to turn away from a fight. Especially one against an evil emperor hell-bent on taking over the universe. But, it seemed his brain had taken precedence and he had just known that he wouldn't be able to win. Not on his own, anyway. He needed to get to Syvux. That, and the sight of the Santa poster covered in darts and pin holes hadn't really settled well with him.  
  
Who could hate Santa that much?  
  
As it was, he wasn't surprised when he heard the door behind him open and the heavy footfalls of Nethersian calmly walking towards him.  
  
He needed to get out of there. And fast.  
  
Ben reached down for the Ultimatrix and twisted the dial. Somehow he knew that intangibility wasn't going to work; it was likely that the whole corridor was laced with whatever it was that had hurt him and Syvux earlier. He needed something else.  
  
"Goop!" he exclaimed as the transformation took place.   
  
The faint, muffled gasp from somewhere behind him alerted Goop to the fact that the emperor hadn't been expecting that.  
  
Goop surged forwards, practically flying through the air as he dove for the crack between the door and the floor in front of him. He managed to slide through without too much trouble, but his anti-gravity projector didn't have the same advantage; being now stuck on the other side of the door.  
  
 _But not for long_ , he mused, knowing full well that Nethersian would have to open the door to get to him.  
  
His prediction proved true as not three seconds later, the door slid open and Goop was able to regain motion. With alarmed cries from the crew in the control room and a barked order to stop him from Nethersian, Goop swiftly made his way through the room and into an air vent which he took the time to burn so that the projector could follow.

 

* * *

 

 

Syvux had been sitting in the dimly lit cell for a while now. It could have been hours or even days – he had lost track shortly after he had been put there. At one point he had heard shouts and running feet pass by somewhere close but they had quickly left his hearing range and he gave them no further thought.  
  
He had tried to contact Ben on a number of occasions but each attempt was replied to by the same empty silence. That shock must have done some serious damage to keep him out for so long. He had hoped that Ben would be able to help him come up with a way to get out of there, but no such luck.  
  
So it was that, when a puddle of green goo (which had burned a hole through the small barred section in the door) landed not two feet in front of him, he couldn't restrain the cry of shock that tore from his lips.  
  
"Calm down, it's me," Goop would have rolled his eyes if he had that capability. As the projector caught up to him, his body reformed so that he was standing face-to-face with his only ally on the ship. "Do you know how long it took to find you?"  
  
"Ben? But…what…how?" Syvux could only manage a few words at a time in his stupor. After he had calmed from his initial shock, he finally managed an understandable sentence. "Well, that certainly explains why I haven't been able to contact you."  
  
"That door did something weird, sucked me in. I don't think it was designed to keep out the possessed."  
  
"Are you okay? What happened? I heard a ruckus earlier."  
  
"Ah…about that… I may have, accidentally, walked in on the emperor and gotten chased around the ship…"  
  
"You were seen," it wasn't a question and was spoken in a tone that clearly said 'I think I should have expected this'.  
  
"It wasn't my fault! How was I to know that Nethersian was gonna be on the other side of the door?!"  
  
"Let's focus on that later. For now, we need to get out of here."  
  
Goop turned and pressed a hand against the lock on the door. It sizzled under the acidic slime and, with a nudge, swung open on creaking hinges.  
  
There was a flash of green and Ben reverted to human form.  
  
"Great," Ben frowned at the Ultimatrix. He glanced up to look at Syvux. "What do you want to do? There are a lot of guards out there and they all on high alert. We can try to put up a fight or we can try to get back the Rust Bucket. Either way, we need to move quickly."  
  
"There's no point picking a fight that we know we can't win," Syvux replied through clenched teeth. He had pictured this going much better than it was. "We'll fall back and come up with another plan."  
  
Ben nodded and allowed Syvux to possess his form before the two of them flew, unseen, through the roof.

 

* * *

 

 

Nethersian was fuming. Not only was an Arkhirathi on board, but a human. And, as if that weren't enough, the human had high level alien technology. The Ultimatrix. He had heard of it, but never really cared to go after it. This new knowledge led him to the identity of aforementioned human. It could be none other than Ben Tennyson.  
  
He would have to be a complete pariah to not have heard the stories that accompanied the name. He knew how the boy had somehow managed to save the universe, not just once, but on numeral occasions. Personally, at the time, he had been grateful for the boy's interference. After all, one could not rule a universe that no longer existed. But now he wanted nothing more than for the boy to suffer and writhe at his feet. He wanted the boy to beg for mercy that would never come.  
  
If he was unable to attack Earth because of the constant (rather strange) Plumber activity, he would take out his hatred for it on one of its inhabitants who had unwittingly gotten too close to something he should have just kept his nose out of.  
  
"Find the boy!" he roared to any of his crew close enough to hear him.   
  
He would find the boy. If it was the last thing he ever did, he would find that blasted human and make him pay.

**Notes for the Chapter:**

> The Santa thing is a joke between me and one of my reviewers on FFN


	36. Chapter 36

Ben and Syvux flew through several floors of unsuspecting guards and general personnel. It wouldn't be much longer until they reached the final, exterior wall and they would be able to return to their ship and, hopefully, come up with a plan.  
  
So it came as quite a shock (literally) when, just as they were about to pass through the final layer and into open space, they were barraged by a horribly, agonizingly familiar explosion of pain. Syvux felt it first. The sudden electric current seemed to penetrate all the way to his core, paralysing him much as it had the last time he had experienced it. And, like before, he fell to the ground as he regained tangibility and visibility. Then, as it passed through him and reached Ben, he was no longer screaming alone.  
  
Ben had hoped never to feel the mixture of encompassing pain and the feeling of having his body torn from itself (well, Syvux) ever again. Unfortunately, it seemed that lately his luck had turned against him. He hit the ground with a loud thud and remained lying there by Syvux's side. He knew that if he tried, he would be able to move. For some reason, the field didn't have the same affect on him as it did Syvux. Maybe it had something to do with his actual physical body not coming into direct contact with the current. As it was, the fall and the lingering throb of pain kept him in place while the sounds of footfalls and shouting guards grew ever closer.  
  
He knew he had to get up. If he stayed where he was, there was no doubt that they would be recaptured and wouldn't be able to escape again.  
  
Ben groaned and turned his head to face his companion. Syvux was lying on his back, eyes open but unfocused. It was clear that he would be no use in a battle. It was all up to him, then.  
  
Ben forced himself into a sitting position. The sudden onset of pain resulting from this action gave him pause and it was all he could do to remain upright as his head swam with dizziness. He didn't understand. Why was it having such a lasting effect this time? What was different? It certainly hurt more than last time… maybe they turned up the voltage.  
  
A door opened and the room flooded with guards, each one heavily armed and on high alert. He needed to act fast. Getting unsteadily to his feet, Ben reached for the Ultimatrix and slammed down on the dial.  
  
He would get them both out of there or die trying.

 

* * *

 

 

Nethersian had ordered the anti-tangibility barrier to be set up around the whole exterior of the ship, ensuring that the voltage was at its maximum setting. There was no way he was going to let the two stowaways escape. He had been infuriated when he was informed that the prisoner they had captured earlier had somehow gotten out of his cell, leaving naught but a partially melted barrier-protected door in his wake.   
  
But it was the boy that really raised Nethersian's anger levels to their peek. Not only had he managed to somehow slip through the anti-tangibility barrier sealed door leading to his private chambers, but he had managed to change his form and slip, quite literally, from his grasp.   
  
To make matters worse, the two of them must have figured out what was going on. There was no way they would just sit by and do nothing while a planet is attacked. If either of them escaped and word got out to the Plumbers, all hell would break loose. Nethersian's army was strong and more than capable at taking down any enemy, but the element of surprise was one of the biggest factors that ensured their success. Through capturing many planets, guards had to be enlisted and, as a result, there were not many soldiers left in his main fleet to go into battle. No. They couldn't get away. Not ever.  
  
"Sir!"  
  
Nethersian turned to see a very terrified looking guard saluting him. "What is it?"  
  
"The barrier has been hit. We have the location of the prisoners. A troop of guards are heading there as we speak."  
  
"Very good. Lead the way."  


* * *

  
 

Ben had silently thanked the Ultimatrix a hundred times when he had been given Rath. He was the perfect choice for this situation. The guy was an enemy-defeating machine! So it was that Rath was evening out the odds with each guard he took out. Of course, much of this time battling was used up by yelling pointlessly at the enemy and, on occasion, an inanimate object. But that wasn't the point. The point was he was winning. And he was feeling good.  
  
Until Nethersian walked in.  
  
The Emperor was the last person Ben wanted to meet in this situation. Not because he couldn't handle it (Rath was more than capable at holding his own against the guy), but because it wasn't his place to pick a fight with the guy Syvux, his friend, had waited ten years to face. But Syvux was in no shape to beat up anybody.  
  
So he was faced with a choice. He either fought back (which Rath was itching to do) or surrender. Surrender wasn't an option. He wasn't even going to consider it. So when the guards parted to make way for their leader, Rath muttered a quick apology to the incapacitated Syvux and charged.

 

* * *

 

 

When the Rust Bucket popped up on their radar, they weren't sure whether to be happy or nervous. They were happy that they had finally caught up to Ben and would be able to apologise, but there was still the unanswered question of the Arkhirathi. Why had Ben willing sided with it? If Ben had become friends with it, did that mean it wasn't a threat? And what about all those attacks, even on Ben himself? There were too many unanswered questions and the only way to get the answers was to go and ask the people directly involved.  
  
Max figured it would be a good idea to alert them before just going aboard. They may not take kindly to an invasion. He reached out and grabbed the small radio device, homing in on the ship directly ahead of them.  
  
"This is Max to Rust Bucket. Come in, Rust Bucket. Are you there, Ben?"  
  
He waited a moment but there was no reply. He tried again. Still nothing.  
  
"Something must be wrong," Gwen came to stand over his shoulder. "Surely, he would pick up if he could?"  
  
"Or he could still be mad at us," Kevin supplied. "If it were me, I would still be mad."  
  
"But this is Ben we're talking about. He's not the type to not try to fix things. And it was us who wronged him, remember? If we were trying to make up for it, which we are, then he would answer. Something must have happened."  
  
"Fine," Kevin rose from his seat and headed towards the back of the ship, gesturing for Gwen to follow. "We'll go and check it out and report back to you."  
  
"Be careful," Max called out as they left.

 

* * *

 

 

Kevin had been expecting to find Ben sitting in the cockpit looking smug at making them come to him. He hadn't expected Gwen to be right, even if she usually was. The ship was void of any form of life. No sign of Ben or the Arkhirathi (the latter of which he was grateful).  
  
With purposeful steps, he strode over to the controls and examined the navigation before picking up the radio receiver.  
  
"Hey, there's no one here," he looked back at Gwen who looked rather unnerved by the lack of Ben.  
  
"Are you sure? Where could they have gone?" Max replied.  
  
"The controls are set to follow another ship at a constant distance. They must be onboard."  
  
"I bet it’s a ship for that Kirian Empire Rionle told us about," Gwen murmured. "She said they had been lucky to find it."  
  
"Then we know what we've got to do."

 

* * *

 

 

Rath had been wrong. Nethersian was stronger than he looked. Not only had he failed to even land one hit since the start of the fight, but he had received plenty himself. Things weren't looking good.  
  
Syvux could hear Rath flinging insults and trying to land blows from his spot on the floor. He could slowly feel his body regaining mobility but it was much too slow for his liking. If he wasn't able to get up soon, he could say goodbye to his freedom. Or his life. There was no way Rath could win against the Emperor in a prolonged fight, and that was exactly what this one was turning into.  
  
Rath growled in frustrated anger as he dodged a blow from Nethersian, only just managing to get out of the way in time. He wasn't sure how long he had left before the Ultimatrix timed out, but he knew it wasn't long. Only a few minutes at most.  
  
And then, because life clearly hated him that day, he was proven wrong. Again.  
  
With a flash of green, Rath disappeared to be replaced by Ben.   
  
Nethersian quickly took advantage of the situation and grasped Ben tightly around the throat, lifting him almost a metre off the ground. His grip continued to get tighter and tighter, blocking off Ben's airway as he continued to struggle to draw breath.  
  
Syvux, although unable to see what was going on, had a vague idea about the situation. He knew that he needed to move now, or it would be too late. Ignoring the way his body screamed in protest, Syvux slowly pushed himself up on his elbows and rolled onto his side. Maybe, if he could get in the right position, he would be able to blast the Emperor without wasting time trying to stand.  
  
Ben's vision swam as the black dots that had been creeping up on the edges began to take over. He knew he was suffocating. He knew that he didn't have long. But he also knew that he was helpless; there was nothing he could do. Syvux was still unable to move and nobody else, besides Rionle, knew he was there. He was going to die, and his family and friends would never know what happened.  
  
And then he was proven wrong. Again. Something slammed into Nethersian, knocking him off balance. In his fading consciousness, Ben was aware of yelling. The guards were shouting something. And there was something that sounded suspiciously like his name. Then he was falling, crumpling into a heap on the floor. His vision swam again and he thought he saw a familiar figure rushing towards him before he was claimed by oblivion.


	37. Chapter 37

Max was surprised at how easy it had been to sneak aboard the large ship the Rust Bucket had been set to trail. The lack of guards could only mean they were all focused at another area, which wasn't a good sign. He wasn't sure what they would do if Ben had somehow been captured. The pure size of the ship alone was enough to signify that they were greatly outnumbered, even with the Galactica guards.  
  
Despite the considerably large number of individuals that made up their group, they had decided against splitting up. If they managed to run into a troop of guards, it was better that they were all there to take out the threat. It was no good trying to cover more ground only to get captured themselves.  
  
Walking stealthily down the empty halls was unnerving, Max decided. In all his years as a Plumber, he had learned that an empty ship was never a good sign, and his instincts were screaming at him about how _wrong_ the situation seemed. He ignored them and chose instead to focus on the task at hand. If they ran into guards, well, they would cross that bridge when they came to it.  
  
It came sooner than any of them had expected. A shout and the sounds of a fight drew the team down a different hallway until they found themselves facing an open door.   
  
Without any words needed, all members present flattened themselves against the walls to try and prevent detection. The large room before them was practically swimming with guards. It was like every single living soul in the entire place had congregated to this very spot. But why? Max had a feeling he wouldn't like the answer.  
  
Peering his head around the corner, Max was just able to see past the guards and take in the situation. Standing amidst the circle of guards was a tall, black-cloaked figure. Max was sure, had his face been visible, that it would have borne a smirk of contempt.   
  
Max felt a mixture of fury and fear as his eyes set on a squirming figure clasped around the throat and dangling in the air by the grip of the imposing, cloaked figure. An angry hiss and several stifled gasps alerted him that the other members of his party had seen, too.  
  
Before he had the chance to stop her, Gwen stepped forward and launched a particularly big blast of mana at the figure that held Ben in a death grip. The force of the blow caused the figure to stumble and his grip on Ben relented, causing him to fall to the floor where he remained motionless.  
  
The sudden attack on their leader caused the guards to turn to the intruders, each with weapons drawn. They called out in warning to each other and their leader before advancing on the new enemy.  
  
But Max, Gwen and Kevin were so consumed in their anger for what they had encountered, that none of them even thought about the possibility of being overwhelmed by their numbers. The Galactica guards would follow Max into battle without hesitation. Besides, they knew better than to stand around in the midst of the fray that was about to appear.  
 

* * *

 

 

To say Syvux was angry would be the understatement of the year. He was practically livid in the fury that had accumulated within him. He had managed to roll onto his side and was starting to gather the required energy to send a blast at that damned Nethersian, but Ben was in the direct line of fire. It seemed that during their fight, Ben had positioned himself between Nethersian and himself. But in doing so, Ben had prevented Syvux from providing any aid, whatsoever.   
  
Nethersian had Ben by the throat, holding him up in the air. Syvux didn't know all that much about human anatomy, but he was almost certain that the boy would need his throat uncrushed in order to survive. Ben had struggled against the tight grip, but his movements had continued to lessen as time progressed. If nothing was done to stop Nethersian soon, then it would be all over for Ben.  
  
With renewed determination, Syvux attempted once again to get to his feet. The burning fury inside him aided in his endeavor, and he managed to stand upright with only a few swaying motions. He was about to rush forwards but stopped when a sudden blast impacted with Nethersian, sending him teetering and causing Ben to fall harshly to the ground.  
  
"Ben!" Syvux called out as he, without sparing a second thought for this new, unforeseen force, rushed to his friend's aid.  
  
He was at Ben's side in seconds, kneeling down to assess the damage. The boy was unconscious, and his throat was ringed with red hand-shaped marks that were already beginning to bruise, but he was still breathing. Syvux heaved a sigh of relief and took a moment to look around.  
  
The guards all seemed to be focused on the new intruders, who on closer inspection, turned out to be Ben's friends. However, he found he wasn't really surprised by this development. Regardless of the way they had treated them before, Syvux knew that they wouldn't abandon Ben. That much had been made clear in their earlier encounters. But as to how they had known where to find them, that was a different story. He theorised that they had tracked the Ultimatrix or the jet they had taken. He couldn't tell for sure.  
  
A sudden thought struck him and Syvux searched frantically for Nethersian. Just as he turned to the right, a fist collided with his face and he was sent flying across the room, landing on a heap atop a small mass of guards. He groaned at the renewed pain from his earlier shock but quickly sat up again. He couldn't afford to waste time.  
  
Nethersian loomed over the unconscious figure that was Ben, having remained where he was when Syvux had been battered away. Without even needing to see his expression, Syvux knew that Nethersian would bare a face devoid of any mercy or compassion. It had become clear that the Emperor wanted Ben dead, and wasn't going to be stopped by a single attack from the Anodite girl. If he didn't find a way to stop him, Ben was going to be in big trouble.

 

* * *

 

 

The first thing Ben was aware of as he slowly returned to consciousness was the throbbing pain originating from several points over his body, the most prominent of which being his neck. As his memories slowly returned, he connected this pain with the beating he had taken from Nethersian and he assumed the rest of his aches were a result of being dropped.  
  
The next thing Ben was aware of was that there was a battle raging around him. At least, he thought that was what the raging shouts and blasts meant. As to who the guards (who else would it be?) were fighting, that remained a mystery.  
  
Ben took a deep breath, preparing himself for the pain he knew would accompany opening his eyes. He wasn't disappointed. Even the simple task of lifting his eyelids was more taxing than it should have been, sending jabs of agony pounding through his oxygen-deprived brain. After a moment the feeling retracted to a dull ache and he found the strength to look around.  
  
That was when he noticed the figure standing before him, watching him with an intense glare from within the dark folds of his hood. This was, he had no doubt, Nethersian.   
  
As if recognising him had infuriated the Emperor further, Nethersian bent down and grabbed the collar of Ben's shirt, lifting him until his feet were dragging on the floor. Ben felt a chill shudder down his spine as he gazed into the inky blackness of the hood. Not being able to read the alien's expression made him considerably uneasy.  
  
"Nobody move," the words were almost a whisper but somehow they managed to reach the ears of every single being in the room. "Or I'll tear him in half."  
  
Ben had no doubt he would.  
  
The effect was instantaneous. Everyone froze, mid swing, and turned to face the ominous leader of the Kirian Empire, waiting nervously to hear what he would say next.  
  
Ben could feel his strength returning. A few more minutes and he would be able to stand with his own strength, rather than hanging limply in Nethersian's grasp.  
  
Without turning his head away from Ben, Nethersian ordered, "Arrest them."  
  
The guards moved without hesitation towards the intruders, who didn't resist in fear for Ben's life.  
  
"As for you," Nethersian's voice lowered considerably and Ben wondered if he would have missed the words had he not been listening for them. "I am going to make you wish you had never been born."  
  
"Let them go," Ben's voice displayed confidence that he wasn't feeling.   
  
"Why should I?"  
  
"If you let them go, I won't resist."  
  
"In the shape you're in, I doubt you could resist even if you wanted to. Besides, they need to be taught a lesson. You can't expect to stowaway on my ship and get away with it." At this, Nethersian turned away from Ben and addressed his guards directly. "Take them to the cells and stay on guard. We don't want a repeat of our earlier _incident_."  
  
Ben could accept being targeted. He could accept being held captive and unable to do anything. What he couldn't accept was anyone threatening his friends. He could feel the anger pending up within him and, as he normally did, he acted on it. While Nethersian's attention wasn't on him, Ben discretely reached for the Ultimatrix and selected the first alien that came up. He didn't have time to be picky.  
  
The sudden flash of green was enough to return Nethersian's attention to his captive, but not quick enough. In the short moment that his mind had been distracted, Ben had transformed. Cursing under his breath, Nethersian took on a defensive stance. In his shape, the boy wouldn't be much of a threat, but it was better to be safe than sorry.  
  
"Swampfire!" Swampfire staggered backwards as he was released from Nethersian's grip. Even in the form of a regenerative alien, he was still weak and in pain, but at least now he had a chance.  
  
"Surrender _, boy_ ," Nethersian spat. "Or your friends will suffer for it."  
  
"Oh really? I wouldn't be so sure," taking a page from Syvux's book, although he wasn't sure how the Arkhirathi had managed it, so he opted for a different approach, Swampfire flung seeds throughout the crowd surrounding them. Vines shot up, encompassing the guards and, effectively, freeing his allies.  
  
Nethersian growled, an animalistic noise, and charged forwards. Swampfire was sure that he wouldn't have the strength to dodge and be able to get back up, so he simply allowed Nethersian's fist to penetrate right through his face, similar to the reunion with Kevin when he had only just put the Omnitrix back on.  
  
While Nethersian struggled to free his hand, Swampfire placed both of his hands against the Emperor's chest and blasted him with streams of fire, sending him across the room where he collided with the far wall. Nethersian only stayed down for a moment before springing back and returning to the fight.  
  
Nethersian grabbed a blaster from one of his entwined guards and shot relentlessly at Swampfire, each blast passing harmlessly through his plant-like body.  
  
Swampfire threw out another handful of seeds, but Nethersian rushed out of reach of the protruding vines.  
  
"You'll have to do better than that," the Emperor taunted, dodging yet another batch of seeds, coming within striking distance to Swampfire.  
  
Before Swampfire had time to react, Nethersian had pulled a strange, glowing knife seemingly out of hammer space and began slashing at Swampfire's body. The constant assault rendered Swampfire unable to regenerate and he could do little but fall to pieces as each swipe took chunk after chunk out of his body until he was not much more than a pile of mushy green on the metallic floor.  
  
Nethersian stopped his attack and looked down at what he had caused in satisfaction. "This," he gestured to the remains of Swampfire as he addressed the bystanders, "is what awaits all who dare stand in my way."  
  
Swampfire would have smirked if his face was still intact. The Emperor seemed to have underestimated him. While his attention was diverted, Swampfire allowed himself to slide along the floor until he was directly behind Nethersian. Slowly, his body began to regenerate until he had been restored enough to carry out his just-thought-up plan. Subtly, he sprinkled a small number of seeds at Nethersian's feet.  
  
In a matter of seconds, vines shot out and wrapped Nethersian in their tight embrace, knocking the weapons out of the Emperor's hands. This time, Swampfire did smirk as he circled around to look Nethersian in the face – well, the front of the hood. He could practically feel the hatred emanating from the Emperor.   
  
Now the adrenalin was leaving his system, Swampfire knew he didn't have long until his remaining strength left him. He had to act now.  
  
Without taking his eyes off his prisoner (he had learned from his own example), he called out, "Syvux, I was reluctant to fight him because I know what this means to you, but he left me with little choice. I will, however, allow you to make a decision as to what happens now."  
  
There was the sound of footsteps and in his peripheral vision Swampfire could see the familiar alien moving towards him.  
  
"Although I'm against the idea of revenge," he continued. "I won't stop you if that's what you choose." Only when Syvux was standing right beside him did he dare take his eyes off Nethersian, and even then he kept a close watch on him in the corner of his eye.  
  
Syvux's expression was unreadable, yet his face seemed to reveal a world of emotions. There was silence for a long moment before Syvux finally spoke. "…I won't stoop to his level. So long as he is locked up forever and his empire destroyed, that will be enough for me."  
  
Swampfire smiled his approval just as the green glow reminded him of his weakened state. No longer able to support his weight, Ben's legs collapsed underneath him. Syvux caught him before he hit the ground.  
  
"Thanks," Ben said breathlessly.  
  
Then all at once he was surrounded by Max, Kevin, Gwen and the Galactica guards, who seemed uneasy being in the presence of their target.  
  
"Ben," Max sighed in relief that his grandson was, for the most part, unharmed. "Are you alright?"  
  
"Fine… just really tired."  
  
Gwen entrapped him in a bone crushing hug. "Oh, Ben! We're so sorry for doubting you!" She released him and held him at arm's length. "Don't ever scare me like that again!"  
  
"It's good to see you, too," Ben grinned, his eyelids growing heavy.  
  
"Tennyson," Kevin said awkwardly. "I, uh, I'm… I'm sorry. I should have believed you. But, you know, when I saw the Arkhirathi," he shot a wary glance at the alien supporting Ben, allowing his voice to trail off and hoping Ben would understand what he was getting at.  
  
At the sudden acknowledgement of the Arkhirathi's presence, the Galactica guards hesitantly moved forwards, making as if to arrest it. Picking up on what they were intending, Ben pushed himself away from Syvux, swaying only a little.  
  
"If you want to arrest Syvux, you'll have to go through me," he announced, wincing at the way his voice rasped.  
  
"Ben," Gwen said cautiously. "He was imprisoned on Galactica. They don't lock people up for no reason."  
  
Syvux tensed at Ben's elbow but said nothing.  
  
"It was a misunderstanding," Ben explained, swaying more with each passing moment but still refusing aid. "He was only trying to help… he was framed," he turned and glared at Nethersian, who was still grasped tightly by the vines. "By _him_." He spat out the name like it was poison on his lips.  
  
Grem nodded his understanding and signaled for his team to stand down. "Don't worry, Ben," he smiled reassuringly. "I'll have a word with Drone and get this mess cleared up."  
  
Ben smiled his thanks and allowed Syvux to bear the grunt of his weight as he slowly slipped back into unconsciousness just as a large platoon of Plumber agents burst into the room.  



	38. Chapter 38

Syvux watched with a mixture of relief and uncertainty as Ben finished speaking and slumped lifelessly, easily supporting his weight in his arms. Relief that Ben had stayed true to his word and that he was alright, and uncertainty for his future. The apparent leader of the present Galactica guards had said that he would try to clear up the misunderstanding (which, no doubt, would require a testimony from Syvux, and some form of acknowledgement from Nethersian, or one of his men. A word on his behalf from Ben also swayed things in his favour, but he knew he wouldn't feel at ease until everything was under wraps.  
  
Plumbers poured into the ship, cutting at the vines Swampfire had grown and arresting the villains they encased. Syvux couldn't help but wonder how they had known exactly where and when to come.   
  
His expression must have shown on his face as Max suddenly said, "I told them of our location before we boarded, just in case we required backup. We weren't entirely sure what we would be dealing with."  
  
When Nethersian was freed from his bindings, he immediately put up a fight. It took almost a whole platoon of guards to get him cuffed and onboard one of the prisoner transport ships stationed nearby.   
  
Syvux had been permitted to head back on the Rust Bucket III, in the care of the constantly suspicious Kevin, Gwen, two of the Galactica guards (Grem and Petra), and Ben, who had woken moments prior and refused to leave Syvux's side. It seemed that, while the others were suspicious of Syvux's loyalties, Ben was suspicious of the other's apparent lack of trust.  
  
As he had expected, Syvux was taken back to Galactica, but not without the reassurance from Ben that he wouldn't let them lock him up again. And, once again, he was true to his word, even holding his hand over the Ultimatrix threateningly when they refused to listen. Instead of a cell, Syvux was allowed to stay in a dormitory normally reserved for guards as long has he was always accompanied by two of Galactica's finest soldiers.   
  
It took several days, but eventually the Plumbers had uncovered enough information from the empire ship's computers, and from the soldiers they had captured, for Syvux to build a case. Not two days later, he was freed with a formal apology, not that it would ever be enough to make up for the cruelty that he had been shown over the previous decade. And they all knew it.  
  
Nethersian refused to speak to anybody, preferring to glare sinisterly in the silence of his cell. Since Syvux's escape, security had increased ten-fold so all felt safe knowing that the fallen Emperor wasn't going to be getting out any time soon.   
  
Through various sources, each planet that had been under the Kirian Empire's control was located and a troop of Plumbers were sent to each, defeating the posted guards and liberating the people.  
  
After two weeks, things had returned to normal. Well, as normal as life gets for someone like Ben. Parting with Syvux had been hard, and something they had both been avoiding since Syvux had gained his freedom. It even got to the point where Ben had accompanied him on the journey back to his home planet and had been given the grand tour. It was almost surreal seeing the plants that had inhabited his mind on those few occasions for real. He had been introduced to Syvux's family and friends, all of whom showed great hospitality and thankfulness for his part in returning one of their kin home.  
  
"I guess this is goodbye, huh?" Ben smiled sadly as he turned away from the ship waiting for him.  
  
"No, Ben, it's not goodbye… more like 'see you later'," Syvux replied.  
  
Ben was made to promise to visit often, as Syvux would do in turn. It was never goodbye. And so, Ben left Diasta, waving back at Syvux and his friends who grew increasingly smaller with each passing second until they could no longer be discerned from the vegetation around them.  
  
No. It wasn't goodbye.

 

* * *

 

 

Nethersian paced in his cell. He was beyond livid. He couldn't remember ever being as angry as he was now. How had this happened? His whole Empire had been destroyed by that meddling Ben Tennyson! They had made a mistake early on when capturing Nevora, he knew, and it was that instance and the incompetency of the Galactica personnel and the Plumbers that had drawn the boy into affairs that did not concern him.  
  
But he was smarter. He knew that, if he bided his time, like the Arkhirathi, he would get the chance to escape. And when that time came, there would be nothing to stop him enacting his revenge.  
  
His plan had changed. No longer would he waste time capturing insignificant planets only to be thwarted once again. This time he would destroy them and anyone who got in his way. Starting with Earth and that puny shrimp Ben Tennyson.

 

**~Fin~**


	39. Sequel

**Notes for the Chapter:**

> Hey guys! I know it's been forever and you all probably hate me, but guess what! I FINISHED THE SEQUEL! It's called Meddling with Time and you'll be able to find it on my profile page if you're interested.
> 
> For the sake of not breaking the rules and to tease you a little, here is a preview ^w^:

"Take this time to say your last words to _Tennyson_ ," Nethersian sneered, pressing a button.

A loud crack and a swirl of distortion disturbed the silent air and the four of them were forced to shield themselves from the torrent of wind that had whipped up. By the time everything settled once more, Nethersian was gone.

And this time he didn't reappear.

_"Take this time to say your last words to Tennyson."_

The alien's words echoed in his head like a demonic mantra. Confused, Ben looked down at his hands and his eyes widened in horror. He was hardly aware of his friends' staring at him, their expressions mirroring his own. Nor did he register their cries of alarm. His gaze was completely focused on his body. His _fading_ body.

He was disappearing.

"W-What?" he stuttered in disbelief.

"Ben!"

His attention snapped up to his cousin, her body clearly visible through his transparent hand. She was running towards him, hand outstretched as if she could keep him rooted in reality by merely grabbing onto him.

By the time she reached him there was barely anything left except a thin, hazy outline of what had once been. Her outstretched hand caught hold of the pendant around his neck and held on tight. But her struggle did nothing to stop her cousin's disappearance. In a matter of seconds he was gone.

Too shocked to properly process what had just happened, Gwen looked down at the pendant clutched in her fist – it had regained corporeal form as soon as she'd touched it.

What had just happened? Why had he suddenly faded away?

Her mind heavy with unanswered questions, Gwen turned to face her two remaining companions. All thoughts slipped from her grasp.

Kevin and Syvux were gone.

And, even as she stood rooted in shock, the world around her changed.

**Author's Note:**

> I don't own Ben 10


End file.
